Legacy of the Swarm
by MrOreoMan
Summary: My name is Ceres, Cerebrate of the Overmind and now Guardian of the Zerg Swarm. Throughout the years I have served my Queen until that fateful day of her disappearance, leaving the Swarm, her legacy, with me. But through the machinations of an old enemy, I now find myself on a world filled with unknown dangers. But it matters not, I will find my way back home. No matter the cost.
1. Prologue

**Hello everyone, if you are reading this, then you have received the news and have come to give this Revamped story a try.**

**I thank you all for giving this story a chance, I promise you that this new revamped story will be far more enjoyable to read now that I am much more experienced as both a author and a writer.**

**But of course, I will never be perfect. I depend on you readers to give me constructive feedback when appropriate.**

**Now without further ado, here is Remnant of the Swarm. A much shorter prologue and much has changed.**

**Disclaimer: I don't own RWBY or the StarCraft franchise, both are owned by their own respective owners, Rooster Teeth and Blizzard.**

"Normal talk"

'_Thoughts_'

"**Telepathic communication/Other"**

**Prologue: The Rise and Fall**

**Unknown Narrator:**

Sarah Kerrigan. The Queen of Blades. The ultimate ruler of the Zerg Swarm. During her reign she conquered many planets and took countless lives, both from the Terran and Protoss races and brought untold terror to the Koprulu Sector.

However, before she was any of this, she used to be a human, a Terran, a Ghost operative to be exact.

As a Ghost, Kerrigan first worked under the Confederacy, an old Terran government, and was forged to become their ultimate assassin. That is until she was then taken in by the rebel leader named Arcturus Mengsk and his rebel group, the Sons of Korhal.

Kerrigan saw Mengsk as a respected figure and a leader that she would follow to the very end. She had close relationships to a few people, but the one person that she would treasure the most even in her ascension to the Queen of Blades is a man named James Raynor, leader of the Raynor's Raiders.

Both Raynor and Kerrigan joined and followed Mengsk's rebellion against the Confederacy, destroying key targets, liberating entire planets, and recruiting those to their cause.

That is, until the fateful mission where Mengsk deliberately abandoned Kerrigan to the Zerg onslaught on Tarsonis. Destroying the Confederacy and possibly all those who dared to defy him.

Due to this betrayal Raynor left Mengsk and both men thought Kerrigan was forever gone. A tyrant who believed his reign will be forever, the other believed in the mission of freeing the people from the new tyrant.

Oh how wrong they were…

The previous leader of the Zerg, the Overmind, did not kill Kerrigan. Instead, retrieved her and transformed her, molded her into the ultimate life form.

Thus the Queen of Blades, my Queen, was born. And with her ascension came the Great War that was waged between the three races.

That is until the Great War ended with the death of the Overmind by the heroic sacrifice of a Protoss Templar named Tassadar.

After the Overmind's death, my Queen quickly gained control of most of the Zerg broods and waged a war against some of the Overmind's remaining agents called the Cerebrates, this war was known as the Brood Wars.

During this war, however, a fleet from a distant Terran world known as Earth arrived into the Koprulu Sector. They called themselves the UED and they immediately took control of the main Terran worlds and eventually the new Overmind that the remaining Cerebrates created.

However, their intrusion did not last for long, my Queen manipulated and tricked the Dark Templars into killing the New Overmind and the Cerebrates that was against her. Now as the sole ruler of the Zerg swarm, she driven out and killed all the UED forces, ending the Brood Wars.

Four years later during this time my Queen grew in power and the swarm assimilating new species into the endless swarm.

Then she started her conquest across the galaxy sparking the Second Great War.

During this war she was looking for pieces of an ancient Xel'naga artifact called the Keystone, a crucial part of a prophecy foretold by the ancient Xel'naga themselves.

However, James Raynor manage to collect all the pieces of the Xel'naga artifact, and with the aid of his allies and Prince Valerian and his Dominion forces they launch a daring invasion on Char.

On Char James Raynor used the artifact to cleanse the Queen of Blades of most of her Zerg influence and back into Sarah Kerrigan.

After the battle Raynor and his allies took Kerrigan to a secret research station. However, they were soon attacked by Mengsk's forces, their goal to end Kerrigan's life was clear.

During the ensuing battle James Raynor and Sarah Kerrigan were separated and thus tried to escape the Dominion forces their own way. Unknown to Kerrigan, Raynor was shortly captured after their separation.

Kerrigan soon found out that the Dominion captured and executed James Raynor. Thus in her sheer thirst for vengeance, against the tyrant that caused her so much pain, she returned to lead the Zerg Swarm once again. Unfortunately, the swarm was broken and in disarray and thus Kerrigan had to rebuild and reunite the swarm.

As she was rebuilding the swarm, she faced many obstacles along the way.

Gathering her swarm on Kaldir.

The Brood Mother Zagara who defied her and was ultimately killed for her disobedience.

Routing the Terran's off Char, the home planet of the Zerg.

With each obstacle conquered her own powers grew until the Dark Prelate Zeratul took her to the very planet where the Zerg were first born, Zeras.

On this very world, Zeratul told her of the prophecy of the end times and her role to play in it, however, Kerrigan did not care and only seeks power to kill her hated enemies.

On this very planet, Kerrigan transformed back into the Queen of Blades, far more powerful than ever imagined before. Once she received this power, my Queen soon received a message from Mengsk himself and was given news that James Raynor was alive but held as a prisoner.

My Queen swore that she would find James Raynor and thus enlisted the aid of Raynor's old allies, Matt Horner and the now renegade Prince Valerian in order to find him.

Both Matt and Valerian succeeded in finding James Raynor and with the new Queen of Blades and her brood, attacked the prison ship that kept James Raynor.

After freeing James Raynor, my Queen received a psionic message from an unknown source from the secret facility of Skygeirr.

When she arrived at the facility, my Queen discovered the unknown source was an old enemy from the UED, a former admiral named Alexei Stukov now turned into a sentient infested Terran.

Stukov told Kerrigan about the facility making the Hybrid abominations for Mengsk's army and needs to be destroyed.

My Queen set about destroying this facility and the Hybrid abominations. However, Stukov also warned her about an ancient shapeshifter that goes by the name of Narud. My Queen faced Narud in battle and won but was critically wounded.

Fortunately, she was brought back to her Leviathan in order to recuperate from her injuries, unaware of an old ally also being held within the facility.

How I remember that day as if it were yesterday, as the saying goes.

* * *

***Flashback***

**Location: Skygeirr Facility, Zerg Leviathan**

Kerrigan just woke from her short rest in the Zerg spawning pool and is now currently making her way to the nerve center of the Leviathan.

Kerrigan thought back to her battle with Narud. He was a dangerous and cunning opponent, but like all those who dared challenge her, he to was ultimately defeated and killed by her.

However, she found no enjoyment in her victory. Instead, she thought back to what Naurd told her before he died.

"_**Amon lives. You will see him soon."**_

Now she knows for certain that the possibility of Amon's coming will surely happen and she needs to be ready for it.

But first, she needs to settle a score with a certain murderer before preparing for Amon's eventual arrival.

Once she arrived at her destination she was immediately greeted by her co-hosts.

Dehaka, Isha and the newest addition Stukov.

When she first met Stukov, she was somewhat surprised that the man, who was once her enemy, has returned as an infested and has willingly aided her in the destruction of this horrid facility.

Afterward she gave Stukov an ultimatum, Join the Zerg Swarm or leave, pretty much along those lines.

Now she thought about it, she had a curious little question to ask him.

Stukov turned to Kerrigan as did Dehaka and Isha. "My Queen. You are awake and well." Greeted Isha.

Kerrigan gave the Zerg advisor a curt nod before turning her attention towards the infested admiral.

Stukov nodded in greeting. "Good to see you well Kerrigan. When I found you collapsed onto the ground, I assumed the worse." Stukov said.

Kerrigan nodded. "I'm fine, but I have one question for you Stukov, one that I have been curious about."

"What is it then?" Stukov asked in a cautious tone.

Kerrigan soon spoke. "You were held in this facility for years, why did you choose now to contact me?"

Stukov nodded. "We felt your power weakened, no doubt after the Dominion attacked Char with that Xel'naga artifact. So it wasn't the right time, plus you were still under the influence of Amon at the time." Answered Stukov.

"How did you know about the attack on Char and my supposed drain of my powers. And most importantly, who is "we"?" asked Kerrigan with a suspicious look directed toward Stukov.

Stukov immediately answered "How I know about the attack on Char as well as your drain of powers. Well, you can say I had some help from something within the facility and that something also helped me escape and to contact you."

Kerrigan pondered over the information that Stukov told her. '_It would explain how Stukov managed to not only escape this facility but secretly send a psionic message to me without alerting both Narud and the Tal'darim. But whoever helped Stukov must be a powerful psionic user in order to pull off something like that.'_

With this new information in mind, Kerrigan asked. "Do you have any idea who this "something" might be?"

Stukov shook his head. "Unfortunately not. As I said, something helped me escape the facility. When I asked for an identity, all he said was that he can not tell me till the time is right, however, he did tell me where he's being currently held." Answered Stukov.

This caught Kerrigan's attention "Where is he then? Why hasn't he communicated with us by now?" She asked.

"He's held deep within the facility away from the battles that we recently fought in. He told me he was being held in a prison that suppresses his psionic powers to an extent, but not enough to communicate with me in secret." Stukov explained.

"Take me to him. I wish to meet him."

* * *

**Location: Skygeirr Facility**

After making their way through the deeper parts of the facility, Kerrigan and Stukov finally arrived at a large door to the prison that held Stukov's anonymous savior.

When Kerrigan first arrived, she immediately felt a strange but familiar presence on the other side of the door. However, it was hard to discern due to the prison blocking most of the psionic signatures coming from within the prison as well as stonewalling her own attempts to see within the prison.

"This prison can definitely block high-level psionic abilities or signatures, must be made by the Tal'darim and Narud." Kerrigan then approached the closed entrance and placed her hand on the door. "Whoever is on the other side of this door must be a powerful psionic user in order to leak out this much psionic energy, who could it be?"

'_And why does it feel so familiar to me?'_ thought Kerrigan as she looked up at the massive door.

"Only one way to find out." Said Stukov.

With that statement, Kerrigan walked back some distance away before firing a beam of pure psionic energy at the door. Due to the Tal'darim technology, the door held firm against Kerrigan's power.

Annoyed, Kerrigan pooled in more of her energy into the attack and was awarded when the door glowed with growing heat and slowly started giving way.

With one last push, the door is then blasted apart by Kerrigan's sheer psionic power. Suddenly Kerrigan was hit with an almost overwhelming amount of Psionic energy, invading all her senses. As suddenly as it came, it disappeared, Kerrigan shared a look with Stukov before they both entered the prison in order to meet Stukov's unknown ally.

The prison was massive, large enough to fit two Ultralisks with room to spare. Other than a large amount of space, the first thing they saw when they entered the prison was the sheer amount of wires and machinery, both Protoss and Terran, covering and connected to the walls and the floor of the prison.

The second thing they noticed was all these wires were converging to the center of the prison and to the very being they were connected to.

Kerrigan and Stukov stop in their tracks, eyes widening in disbelief at what they were seeing.

The being is a large bulbous body of pink flesh and seven pairs of purple tentacle-like legs.

It was a Cerebrate. A powerful one from what Kerrigan can sense.

Kerrigan was the first one to get out of her shock and walked up to confront the Cerebrate, followed shortly by Stukov.

"Who are you. And were you the one that aided Stukov and me with the downfall of this facility?" Kerrigan demanded.

At first, the Cerebrate says nothing. Until after a moment it's bulbous body seemingly pulsated slowly with life.

"**My Queen… is that you? It's good to see you once again…" **The Cerebrate telepathically said in a weak tone of voice.

Kerrigan was taken off guard when the unknown Cerebrate communicated with her telepathically but quickly composed herself. "You know me, but I don't know you. Who. Are. You." Demanded Kerrigan in a warning tone.

The Cerebrate spoke. **"My Queen… have you forgotten about me… It is I, your guardian and your first loyal servant when you were first indoctrinated into the Zerg Swarm."**

This greatly shocked Kerrigan. "That's impossible! The Cerebrate that watched over and served me was killed by the Dark Templars when the Overmind was killed!" Kerrigan denied adamantly, not believing that this Cerebrate was the same one who looked after her and protected her.

"**That is true, I did die… But after the battle that caused my death… Narud found my body and essence and thus resurrected me…" **The Cerebrate slowly explained, it's voice sounded weak and tired, as if it's exhausted.

"**Narud then brought me here… For years he tormented, experimented and used my very essence to create and perfect his Hybrids." **The Cerebrate explained, shocking Kerrigan.

Before she could ask, the Cerebrate continued. "**It was this very prison where he kept me from communicating with you and using his foul technology to keep me alive through the years. However, as he kept me here, I grew stronger by secretly feeding off small amounts of psionic energies of this place without Naurd's knowing. After many years I could, with great effort, communicate and see those outside my prison. That is where I found Stukov." **The Cerebrate explained.

With the explanation, the Cerebrate seemingly deflated, something Kerrigan can't help but worry over. **"With him, I devised an escape plan for him in order to communicate with you about this facility. But had to wait for the right moment. That moment came when I felt a powerful spike in psionic energy and immediately recognized it was yours no matter how faint it was. So I set my plan in motion, aided Stukov's escape and you know the rest." **The Cerebrate finished.

Kerrigan was left speechless. Her first and most loyal servant/guardian that she thought had been killed all those years ago is supposedly now alive once again and is now right in front of her.

"Do you know this Cerebrate Kerrigan?" Asked Stukov as he was looking between her and the Cerebrate in obvious confusion.

Kerrigan pondered, even with it's psionic signature being as familiar as her old guardian this one might be a fake, she needed to test this Cerebrate. To assure of it's identity. Something that only her old guardian knows.

"If you're truly the same Cerebrate that guarded and served me then tell me, what did you teach me after the death of Cerebrate Zasz?" This question that Kerrigan asked will confirm for her whether the cerebrate before her is or isn't her loyal Guardian.

Without hesitation, the Cerebrate answered.

"**Vision my Queen… I taught you vision…" **

Once again Kerrigan was left speechless.

When Kerrigan first emerged as the Queen of Blades, she was introduced to the Cerebrate for the first time and was thankful for this Cerebrate for protecting her. Thus she asked the Cerebrate to continue to watch over her, to continue to act as her Guardian.

As the Great War waged on, the Cerebrate taught Kerrigan on how to lead the Zerg Swarm as effectively and efficiently as she can, and in turn, she grew more powerful and cunning then any other Cerebrate the Overmind had. She still remembers the most important lesson the Cerebrate has ever taught her.

"_**Listen well Kerrigan. The Swarm is powerful. But power is not enough for its leader. You must possess vision. With vision, no army of any size or power can ever hope to defeat you."**_

'_It's truly him.' _Kerrigan thought to herself as she placed her hand gently against her guardian.

Stukov brought her out of her dazed thoughts.

"By the silence, I'm guessing the answer was correct and that you two know each other." Stukov interjected.

Quickly composing herself Kerrigan replied. "Yes. This Cerebrate was created by the first Overmind and was tasked to protect me while I was growing within my chrysalis. After I was born as the old Queen of Blades, I asked this Cerebrate to continue it's vigil to watch over me as I was still intergrading to the Zerg Swarm. I thought the Cerebrate was killed by the Dark Templars when the Overmind died those many years ago. But now…" Kerrigan trailed off as she once again looked towards the Cerebrate.

"**Now I'm once again back in your presence after all these years, how you grew in power my queen, it was my wish to see you once more during my years in imprisonment," **Finished the Cerebrate.

"It's also good to have you back after all these years, I will need your services once more for what the Zerg will face in the future," stated Kerrigan.

"**I dearly wish to serve you once more my Queen… However, I cannot with great regret as the machine I'm connected to is the only thing keeping me alive. If I were to be separated from this machine, I will die. Narud saw to that," T**he Cerebrate explained in a somber tone**.**

This news caused Kerrigan to curse "Damn you Narud! There must be another way! I will not lose you again!"

"**I'm sorry my queen. There seems to be no other way," **Said the Cerebrate as his entire body seems to deflate.

After a moment of silence, Stukov spoke. "What if we can find a new host body to house the Cerebrate?" This brought back hope into Kerrigan's eyes.

"Yes. That could work, the Cerebrate is originally a psionic being made by the Overmind. If we can find a new body to house his psionic form, then he can freely come with us." Kerrigan explained, however, she soon drew a negative. "But where are we going to find a suitable body for the Cerebrate, his psionic power is immense from what I can sense, no regular mind can withstand that much power." Stated Kerrigan.

"**There is one body that might work," **This caught the attention of both Kerrigan and Stukov.

"**When this facility was built, Narud had been secretly collecting any Terrans with powerful psionic power. He would then use these Terrans' psionic energy to feed his Hybrids, what is left is but an empty husk. While I was communicating with Stukov during our imprisonment I noticed a very faint but powerful psionic signature coming from a captured Terran. At first, I thought nothing of it, now it might be my only key to salvation," **explained the Cerebrate.

"Where is this body now!?" Kerrigan hastily asked, if there was a chance for her guardian to once again be by her side commanding the swarm, then she would take it.

"I know where it might be, this facility has a cryo-chamber deep within the facility where they keep all those bodies. That's where they kept me before they experimented on me," answered Stukov as he gestured to himself with his right hand.

"Then what are we waiting for, let's go!" Demanded Kerrigan as Stukov proceeded to exit the prison with Kerrigan following closely behind him.

* * *

**Location: Skygeirr Facility**

Kerrigan and Stukov arrived at the cryo-chambers.

The first thing they noticed was the sheer number of cryo-pods that was currently housed.

There were rows upon rows of cryo-pods with each housing a body.

It was a daunting task they had to fulfill, but Kerrigan wasn't deterred even in the slightest.

She faced far worse.

Stukov on the other hand.

"This is a lot of bodies, it might take us, I don't know, maybe a millennium at least to find this body for your servant," Stukov said sarcastically.

"We must try. I need the Cerebrate under my services again, it will aid me greatly against Amon once we find this body, even if it means that I have to sort through all these pods."

Luckily for Stukov, they didn't need to.

"**My Queen, it may be easier for you both if you try sensing for the greatest psionic residue. The Hybrids usually need time to consume the psionic essence of these Terrans and thus once finished, they leave behind a residue of psionic energy. The greater the residue, the more powerful the Terran must have been psionically," **explained the Cerebrate.

With this new information, Kerrigan's eyes glowed with psionic power as she scanned the room for a suitable body.

What she saw was a green, mist-like aura that each cryo-pod were currently emitting.

Most of the pods would emit the same amount of aura, while others would emit more but not enough for them to be a suitable host.

It wasn't after 20 minutes of searching that she came across an interesting pod.

This particular cryo-pod was emitting a large amount of psionic aura that it overshadowed at least three other pods beside it on both sides.

'_This must be the one.' _Kerrigan thought before placing a hand on the pod. "Stukov, Cerebrate, I found the body, I'm taking a look." Kerrigan stated before going to the side console.

As she activated the console before opening the cryo-pod, the lid soon opened with a loud hiss and icy fog spilled from the pod. Soon the pod fully opened, and the contents of the pod were soon revealed.

Suffice to say Kerrigan was somewhat expected more.

The body was of a young adolescent boy, probably around seventeen or eighteen years old.

He has short black hair and was probably around six feet tall, pale white skin and had a skinny almost stick like build while wearing only grey undergarments that covered his decency.

However, the most defining feature was his eyes, they were completely blank and glazed over without any signs of life.

If it weren't for the occasional heartbeat and breathing, she would've thought this teen to be a dead corpse.

Other than the eyes there weren't any other defining traits about the teen.

Stukov soon came over and had a look at the teen. Suffice to say he was also unimpressed.

"This is the host body for the Cerebrate? I've seen far worse corpses." Asked Stukov as he stares at the corpse-like body in the pod.

"I'm for certain that this is the right one, this child has the greatest amount of psionic residue compared to the other pods in this chamber," Kerrigan explained as she lifted the teen from the pod and carried him bridal style back to the cerebrate.

Once they arrived back to the Cerebrate's prison, Kerrigan laid the body of the teen in front of the cerebrate for him to inspect.

"**This is definitely the Terran that I sensed. Now I must concentrate, for this next part is vital to my survival and must not be disturbed." **The Cerebrate explained before Kerrigan sense a massive build-up of psionic energy from him.

"Are you sure this will work?" Kerrigan couldn't help but ask.

"**I never have done or attempted this before my Queen. You and Stukov should stand at a fair distance away," **Answered the Cerebrate as the other two Zerg beings proceeded to stand at a safe distance.

Kerrigan was worried about the Cerebrate but believed that he will succeed.

She didn't have to wait long as the Cerebrate's whole body started to glow bright orange with psionic energy.

Then in an explosion of energy, the Cerebrate's psionic power created a storm of pure psionic energy around both it and the body.

The storm grew in both power and ferocity to the point where both Kerrigan and Stukov couldn't see the Cerebrate and the body as both are currently baring the storm the best they could.

Both spectators were awed by the sheer amount of psionic power that the Cerebrate held.

And just as it suddenly appeared, it stopped.

The storm of psionic power has slowly dissipated, allowing both Kerrigan and Stukov to fully observe the aftermath of the storm.

Everywhere Kerrigan look she only saw the devastation.

Wires and machinery were burned, melted and shredded to pieces, while the ground, walls, and the ceiling has large burned gouge marks, is charred black and still glowing hot in some areas.

In the center of the room is a large crater, still smoking and charred to black after the ordeal.

Both spectators were silent by the aftermath of the Cerebrate's power.

'_Just how powerful is the Cerebrate? Is this the result of him siphoning the energies of his prison? If so, how much power did he gain?'_ Kerrigan thought to herself. However, she quickly shook the thoughts from her head and soon made her way towards the still smoking crater at the same time as Stukov.

'_I can't sense him, what has happened? Did the Cerebrate succeed? Or did…' _Kerrigan than used a weak psionic wave to clear the smoke.

What she saw surprised her.

She didn't see the body of the Cerebrate anywhere, but instead the body of the teen lying at the center of the crater in a fetal position.

However, upon closer look, Kerrigan noticed the body has changed.

What once looked like a corpse, now laying in the middle of the crater is a far healthier looking teen. The body now has a full lean build and the skin colour changed from sickly white to a healthy peach colour, and somehow the grey undergarment is still intact.

"Well it appears to me that the process was a success, don't you agree Kerrigan?" Asked Stukov as he looked at the new body.

Kerrigan simply answered with a nod.

To Kerrigan, the process seemed to be a success.

But the body hadn't moved for several minutes now.

"Oh no. Stukov head back to the Leviathan and prepare for our arrival, I'll make sure the Cerebrate is alright!"

"Yes at once!" Stukov than ran out of the prison.

With slight panic, Kerrigan rushed towards and kneeled beside the body as she turned the body to it's back.

'_No injuries. What went wrong during the proc-'_

"Hmm…"

She was then cut off from her thoughts when the boy she was holding stirred and started to wake up.

"mmmngggg! What happened? My Queen is that you?" the boy asked in a state of dazed exhaustion.

He opened his eyes. Kerrigan saw that his eyes changed from blank dead eyes to eyes with orange irises filled with life.

"Yes, but more importantly, is that you Cerebrate?" Kerrigan asked, almost demanded.

"Yes, it is I my Queen, your loyal servant, and guardian." The Cerebrate then looked down his new body, then towards his right hand, seemingly inspecting it. "And now in a new body." answered the now identified Cerebrate.

"Good. Now get up so we can leave this damnable prison once and for all." ordered Kerrigan as she stood up.

"Yes, my Queen." The Cerebrate replied as he tried to stand but immediately fell forward landing on his hands and knees.

"It appears I still need to get used to this Terran body." The Cerebrate simply stated, much to Kerrigan's amusement.

The Cerebrate tried once more but this time with more success. As he firmed his balance, Kerrigan had the small joy of seeing her guardian, one of the most cunning Zerg beings she had ever known, walking around like a newborn toddler, arms outstretched and legs stiff straight and bending with every careful step.

Soon after a full five minutes of walking, the Cerebrate adapted to his new body and held a smirk of achievement.

As amusing as watching him testing out his new body. Kerrigan still had a task to do.

"Congratulations Cerebrate. Now since you have a new body I will ask again. Will you join the Zerg and serve me once more?" Even though Kerrigan asked, she knew full well of the Cerebrate's answer.

Immediately the Cerebrate used his newfound body to bow down onto one knee and bowed his head. Where he learned to do that from, Kerrigan can only guess but none the less found it very fitting to the situation.

"I, Cerebrate of the Zerg Swarm and guardian of the Queen of Blades will serve you once more," The Cerebrate vowed.

"The time of the Overmind and the Cerebrates are no more. Which reminds me, you weren't even given a name?" Kerrigan inquired in a questioning tone.

The Cerebrate nodded. "Yes my Queen. I was never given a name, nor did I choose one. I was considered young and died in the same year I was born." The Cerebrate explained.

Kerrigan nodded. "Would you like one? A name to call yourself from now on?" Kerrigan asked.

Kerrigan watched as the Cerebrate pondered for a moment before speaking.

"Ceres. I will choose Ceres for my new name my Queen." The newly named Ceres answered.

"Ceres. I like it." Kerrigan stated, testing out the name. "Then it's settled. Ceres, I the Queen of Blades call you to take up your charge once more! To be my Guardian, and that of the Swarm." Kerrigan announced.

"I will, my Queen."

Ceres then rose up to his full height and started radiating orange psionic energy, his eyes now glowing bright orange with pure psionic energy.

"Welcome back Ceres." said Kerrigan with a smile.

"It's good to be back my Queen."

* * *

**Present-day…**

Ceres opened his eyes after reminiscing the very day he reunited with his Queen. One of the more 'happier' memories of his eventful life.

Oh how much has changed since then.

The Battle of Korhal. The end of Arcturus Mengsk. The End War against Amon. The Invasion into the Void. His Queen's ascension to godhood by the Xel'naga Ouros. Amon's defeat. And finally, the three years of peace.

It has been three years since the End War.

It has been three years since his Queen has ascended to godhood and defeated Amon.

Three years of waiting for his Queen's return.

"_The Swarm is yours, Ceres. Protect it as you have protected me."_

Ceres closed his eyes once more. Those were the very last words his Queen has said to him. Her very last orders before her ascension, before her disappearance after defeating Amon.

During these three years all three races of the Koprulu Sector recuperated and was then ushered into a new golden age of peace and prosperity.

The Terrans established a new Terran Dominion led by the new Emperor Valerian Mengsk and supported by admiral Matthew Horner. Together they rebuilt the Dominion from the ashes of war and prospered like never before.

The Protoss, now unified as one, established equality between each of the different factions are now calling themselves the Unified Protoss, the Daelaam. With this new alliance, they left their old traditions and embraced change. They rebuilt their once great cities from the ruins and ashes of the old, and now Aiur is once again a beacon of innovation and advancement throughout the galaxy.

However, the Tal'darim, once allies of the Daelaam, refused their alliance with their faction and thus left to find a new home for themselves. However, reports of a rogue Tal'darim force split themselves from the main Tal'darim faction and thus started attacking Terran worlds near Zerg territory after the war. They were never caught.

Two years ago, the new Terran Dominion and the newly established Unified Protoss wanted to form an alliance of sort with all three races cooperating.

Ceres refused this alliance; however, he did promise two things. Peace with both factions as long as they don't encroach upon his territory without his permission, and to keep his Swarm within their own territory.

Both Emperor Valerian and Hierarch Artanis accepted his terms of peace and thus formed a mutual alliance between themselves instead.

The Zerg Swarm now is led by Ceres himself, previously a Cerebrate and now the ultimate ruler of the Zerg Swarm.

Ceres himself was not idle during these three years, he and his Swarm were busy re-establishing their defenses, reclaiming the planets once lost due to the End War and reclaiming pockets of feral Zerg broods that were used by Amon during the war. Ceres, true to his word, fiercely protected the Swarm's territories and sought to make the Zerg even more powerful.

During these three years, with the assistance of Abathur, Ceres has also been busy evolving the Swarm with new evolutionary upgrades.

Hatcheries, Lairs and Hives can now produce Zerg larva at twice the rate, creating thousands of larvae and thus increasing army production to an even further degree.

Another upgrade that Ceres implemented was for every Zerg ground unit to burrow move but at half their original speed. There are a few Zerg units that are exempted from this decrease of speed.

The Drones can now be hatched four at a time from a single egg, thus increasing a Brood's efficiency in resource collecting as well as expanding/establishing Hive Clusters.

Queens, both Hive and Broodmothers alike, now can spray a pheromone onto eggs in order to increase the productivity within the eggs and thus in turn decrease spawning time by half the amount it would usually take.

Changelings spawned from an Overseer no longer have a limited lifespan as they can assimilate their targets for the perfect disguise, perfect to spy on the enemy.

Zerglings now have both strains of the Raptorlings and the Swarmlings combined into one. The Zerglings looks normal except they have slightly longer and angular wings due to the raptor strain, and much of the leaping comes from the newer stronger leg muscles that Ceres and Abathur had evolved. With this upgrade, they can use it to leap across the battlefield and onto higher ledges. They can also be hatched 4 at a time from one egg at the same amount of time it takes to hatch two normal Zerglings

Roaches now have a much denser carapace armor plating than before, virtually resistant against all small arms fire but the highest possible handheld caliber. With this new armor, they can shrug off most explosive rounds and the piercing blasts from the Terrans and Protoss. However, they're still vulnerable to the larger caliber weapons from some of the larger more powerful vehicles and robotic constructs from both the Terran and Protoss armies.

Hunter Killers are now fully reintegrated back into the Swarm since the "death" of the Old Queen of Blades.

Many changes and upgrades were made to the Hunter Killers after their reintegration. They're slightly larger and vastly stronger than the average Hydralisk, they have red-colored flesh that is visible and not covered in their light brown carapace. Their crown-like head has blood-red colored wave-like markings, originating from their red glowing eyes, this was used for an intimidation factor against the weaker willed enemies.

They can also shoot their spines in bursts and at longer range, speed and accuracy than a normal Hydralisk. They are faster than the average Hydralisk on and off creep, able to close in on enemy positions in a matter of seconds and can burrow move at the same speed. Their scythe-like claws are each serrated and the blade edges are mono-edged, able to pierce and rip through the toughest of armor and plasma shields within seconds.

Ceres saw the need for an elite assassin/bodyguard unit for the Swarm in order to either kill or protect a high-value target. The Hunter Killers were the answer to that and with Abathur's assistance, he made them even more dangerous than before. However, the drawback is it takes three times longer to birth one compared to a normal Hydralisk.

He also reintegrated back the Scourge, a suicidal anti-air unit that can be hatched 4 at a time from a single egg. The predecessors to the Banelings but for anti-air superiority.

Ceres also reintegrated the Scourge nest. A new anti-capital ship turret alongside the potent Bile Launchers.

And lastly, the Brood Lords can now spit globs of highly corrosive acid at long range against air units for massive damage, much like the Guardians. This new form of attack gives the Brood Lords a anti-air capability against large capital ships such as Carriers and Battle Cruisers alongside their anti-ground attack in the form of Broodlings.

These were the changes that Ceres and Abathur had integrated into the swarm. Many more evolutionary strains and upgrades are in the works, something which Ceres himself delegated to the Evolutionary master himself.

With each of these new upgrades, Ceres tested them on rogue pirates, Protoss and mercenaries hired by rogue scientists that enters his territories or were experimenting on the Zerg in secret. The experiments were successful and the Zerg were feared in the underworld of the Terrans after many of their incursions into Zerg territory and after many secret rogue facilities suddenly disappearing.

During these three years nothing notable happened, that is until the second year when reports of the now-famous hero James Raynor went missing. Both the Dominion and Protoss search the entire sector for any whereabouts of him and even contacted Ceres if his Swarm seen him at all within his territories.

Ceres also searched for him, for he owes Raynor a debt for saving his Queen's life in two separate occasions. However, no matter how thorough his swarm searched, even he couldn't find Raynor. After six months of searching, all three races of the Koprulu sector eventually ended the search, thus the Dominion erected a statue of James Raynor in the imperial capital in the memory of his deeds.

Since then nothing notable happened in the sector, and here is Ceres, standing on an edge of a cliff looking down at a new Hive Cluster that was spawned just mere hours ago. Bored out of his mind and reminiscing about the past.

If one were to see him, they would wonder what a Terran is doing on Char and overseeing the spawning of a Hive Cluster. On the outside, Ceres looked the same since the day he was found and placed into a new Terran body that his Queen help provide for him. The difference now is his clothes that he wore, a black turtleneck sweater, black combat boots, black pants, and his now-iconic white lab coat.

Before his Queen commented positively on his new look, now he has been wearing the same sets of clothes ever since. Ceres received extra sets from Valerian on request.

Ceres choose to keep his human appearance for two reasons. One is because it's a great disguise against his enemies, a deceptive play against his would-be enemies playing the part of a seemingly young Terran adult when in fact he's one of, if not, the most powerful psionic users in this known galaxy.

The second reason is far simpler to understand, he liked being a smaller target. When Ceres first died, he was a massive bulbous worm that couldn't defend himself much less run away from any enemies if they got past his Zerg. The only assurance back then was he would be resurrected, but even then, that failed when the Dark Templars found a way to permanently kill the Cerebrates.

Having this Terran body solves all his problems of self-protection and self-preservation.

Of course, he wasn't human, his very biology was fully integrated into the Zerg genome. He may look Terran, but he is Zerg, in both body and mind.

Ceres then raised his right arm, pulling the sleeve of his coat back revealing a forearm covered in a slim carapace plating. He then clenched his fist as a sixteen-inch chitinous blade extended from his carapace and over his fist.

This was the only part of his appearance that showed his true affiliation to the Zerg, something not even Abathur can fully conceal for him. His other forearm is covered in the same carapace plating and housing the same blade.

Despite his considerable psionic power, his regenerative abilities, and overall enhanced body, Ceres still wanted to be able to defend himself properly if the situation calls for it.

With the blade still extended, Ceres then pushed his psionic power into the blade. His blade then glowed bright orange, the area around the tip of his blade glowing bright white with psionic energy.

Then in a blink of an eye, Ceres slashed the large rock beside him, his blade cutting through it like a heated blade through flesh, slicing the rock and charring the rock where his blade met.

Ceres then willed his psionics away and detracted his blade before turning back towards the Hive Cluster.

Ceres let out a silent sigh. '_The fires of Char are still burning. The Mutalisks are still shrieking. And still no signs of my Queen,' _Ceres said in boredom, however, he was soon brought out of his thoughts when Stukov approached him from behind.

When Ceres succeeded the Zerg throne, he appointed Stukov as his second-in-command for his previous experience as a vice-admiral of the UED. Stukov was surprised by his choice but no sooner accepted his new position whole heartily stating that _"It will be like my old job as vice-admiral. Except I will command swarms of flesh-eating monsters with scary claws and teeth."_

"I thought I might find you here. Building another Hive Cluster? How many does this make?" Stukov asked curiously.

"This would be the 34th Hive Cluster I spawned." Ceres answered briefly, still observing the Hive Cluster below.

"You need to find a better hobby or else the other Broodmother's will think you have nothing better to do than standing around and staring intensely at Hive Clusters." Stukov said, more out of self-amusement then anything.

Ceres frowned. "Stukov… Even a Zerg being such as I can get tired of the mundane days that I waste here on Char. It has been a year since the last time I commanded the Zerg and fought anything of significant challenge. Pirates stopped coming in, mercenaries have gotten scared, every planet in this part of the sector fully colonized and I'm starting to resort to overseeing the spawning of Hive Clusters to sate my boredom," Ceres explained in a tired tone.

"Do you want me to call in the Zerglings to entertain you? If I remember correctly, you used then for entertainment once." Stukov asked in a cheeky tone. Ceres, for the first time, turned his head and gave the infested Admiral a blank stare.

"No, don't send them in. You came here for a reason, what is it that you have to report?" demanded Ceres.

Stukov nodded. "This latest report from one of our Broodmothers in the outer hives. It's urgent." This immediately caught Ceres's attention.

"What has happened?" Ceres asked.

"The hive under Broodmother Poronsa reported that Tal'darim forces arrived at the planet Carnifex and attacked her brood. Fortunately, she is holding them in space, however, she needs reinforcements soon. The enemy is using some sort of new weapon that has devastated some of her Leviathans." As Stukov explained the situation, Ceres stood from his throne with a serious expression on his face.

"This must be the rogue Tal'darim force that broke off from the main faction." Ceres deduced.

Stukov frowned. "How do we know that for sure?" The admiral questioned. "Carnifex is near the Terran colonies that the rouge Tal'darim were first reportedly seen. Also Alarak is many things, but not even he is so brazen enough to go to war with the Zerg Swarm." Ceres explained.

Stukov frowned. "I don't know? That Protoss is as narcissistic with a superiority complex to match. Are we sure it's not him?" Stukov asked once more.

Ceres's eyes glowed. "Only one way to find out, **Isha prepare the Leviathans, I'm going out.**"

With new vigor, Ceres left the cliff with Stukov following closely behind. Ceres will not lie to himself; he is eager to face these Tal'darim who dared attack his brood.

Perhaps they will sate his boredom?

* * *

**Location: Carnifex**

In the deep emptiness of space lay the planet Carnifex, a garden planet with two orbiting moons that was long ago colonized by the Zerg Swarm for its strategic spot as a supply center for the Swarm.

Five Leviathans then warped in from warp jump.

Ceres and Stukov arrived at the planet and immediately saw ruined pieces of both Zerg and Tal'darim ships floating in space as well as the three surviving Leviathans fighting what seems to be a stalemate against a sizable Tal'darim fleet.

"It looks like the major battle already passed, and now both sides are at a stand-off." stated Stukov as Ceres examined the remaining fleet composition of the Tal'darim.

There were still 10 void rays, 14 carriers and three Motherships that remained. After examining the Tal'darim forces Ceres psionically linked with the Broodmother in charge.

"**Broodmother Poronsa, we have arrived. What is the situation?" **Ceres asked.

He soon received an answer. **"My lord you have finally arrived. The Protoss attacked my brood, we held them off for as long as we could. However, they destroyed most of my Leviathans with strange energies that they fired from their Motherships." **As soon as she explained the situation the center Tal'darim Mothership started charging massive amounts of unknown energy as it started to visibly swirl around the ship.

After a moment of charging it fired all the energy it collected in a projectile of swirling void energy. The projectile rapidly approached one of the three surviving Leviathan. The Leviathan tried to dodge the fast approaching projectile, but it was too late.

The swirling energy hit the Leviathan center mass and Ceres bore witness as the energies started to violently swirl around the massive bio-ship, ripping and tearing it apart from the inside out.

With a final roar the Leviathan exploded, blood and gore shot out in all directions into the cold grasp of space as the energies that was used to kill it dissipated soon after. As soon as the Leviathan died the Mothership that fired the projectile started siphoning the same unknown energies from the two nearby Motherships at its side.

Ceres realized what exactly the energy was and why it felt so familiar.

"It's void energies. They're charging void energies and firing it at our fleet." this statement brought Stukov out of his shock.

"It looks like the head Mothership is collecting void energies from the two Motherships escorting it, creating a void barrier. We cannot harm it." Stukov explained as Ceres nodded in agreement.

"That is true. However, it's draining all available energy from those two Motherships escorting it, leaving their shields down. Before it fires again, we must destroy those two Motherships, then that would leave the main Mothership defenseless." Ceres explained as he started communicating his Broodmother.

"**Poronsa, prepare your remaining Leviathans and attack the fleet with us. Target the two Motherships that's escorting the main one." **As soon as Ceres gave the order, Poronsa's Leviathans started advancing towards the Tal'darim fleet.

Ceres then willed his own Leviathans forward and soon his Leviathans were steadily approaching the Tal'Darim fleet.

As soon as they were within range, the Tal'darim Carriers and Void Rays started to fire their energy lances and beams while simultaneously launching their own fighters and Interceptors against the Ceres and his own fleet.

Ceres and his Zerg fleet in turn fired bile swarms by the thousands and used the Leviathans massive tentacles to pound nearby Tal'darim ships as they're making their way towards the Motherships. The Leviathans also started to launch scores of Mutalisks to dogfight the fighters and interceptors, Corruptors and Broodlords were spawned to focus down the Void Rays and Carriers while under the protection of the Mutalisks, and swarms of Scourges are sent headlong towards the two Motherships to destroy them.

However, the main Mothership finished its charging and once again fired the violent void energies towards the Zerg fleet, eradicating all the Scourges that were sent towards them.

"**AVOID IT!" **Ceres's Leviathan manage to dodge the projectile in time, however, the projectile hit the Leviathan behind them instead.

The Leviathan died in the same matter as the first. Lucky, even with the loss of one Leviathan the Tal'darim's forces were soon overwhelmed by sheer numbers alone.

Mutalisks grossly outnumbered the fighters and interceptors twenty to one and eventually destroyed them all and started focusing on the larger ships by Ceres's command.

The Corruptors, Broodlords, and Leviathans were literally tearing apart the Void Rays and Carriers with their acid globs, parasite spores and massive tentacles.

The Leviathans pushed past the sundered Protoss fleet and advanced on the three Motherships. Once again, the center Mothership was siphoning power from it's escorts. Ceres ordered the remaining Leviathans to approach them.

"**Once we're within range, fire at the two escort ships." **Ceres telepathically ordered as the Leviathans rapidly approached the Motherships. As soon as they were within range, Ceres gave the order.

"**Destroy them."**

All six Leviathans fired massive globs of bio-plasma at the two Motherships, three for each. In a massive explosion of fiery plasma and void energies, the two mother ships were torn asunder and simultaneously exploded.

With the destruction of the two Motherships, the last remaining one started to retreat.

"The last ship is trying to escape!" exclaimed Stukov.

"They will not getaway! **C****ripple it!**" Ceres ordered.

The Leviathans answered as they released a virtual swarm of Scourges towards the remaining Mothership, however, this time they manage to reach the ship.

The scourges started to suicidality dive into the mothership's shields, exploding and splashing corrosive acid onto the Mothership. Under such a barrage, the shields shattered as the Scourges then swarmed into the Mothership's interior, dive-bombing themselves into various parts of the ship.

Eventually the Mothership stopped moving due to the damage it sustained from this massive barrage. Once it was clear the Mothership is completely crippled, Ceres telepathically ordered the rest of the Scourges to retreat from the Mothership.

Ceres then turned toward Stukov "We crippled the ship, now I'm going in there to personally deal with any survivors and find out the reason why they attacked the Swarm. You will stay here in case if they called for any reinforcements." Stukov merely nodded his head as Ceres made his way towards the drop pods, sporting a small, excited smile at what is to come.

* * *

**Location: Tal'darim Mothership**

Ceres was making his way to the Motherships psi matrix after he landed via drop pod. So far, he only encountered small pockets of resistance in the forms of individual Zealots and Stalkers, due to the Scourges killing most of the Tal'darim warriors that were on the ship.

As he dealt with the meager resistance and making his way closer towards the psi matrix, he could sense a buildup of psionic power emanating from the center of the Mothership as well as many of the Tal'darim. His instincts are telling him to proceed with extreme caution.

When he arrived at the center where the psi-matrix should be, Ceres could see what seems to be the remanence of the Tal'darim forces blocking his way towards the psi-matrix. A force consisting over a few dozen Zealots, a couple dozen Stalkers, and two Immortals.

Ceres also noticed a single Tal'darim Ascendant, who is solely focused on the large red khaydarin crystal that made up the Mothership's psi-matrix core. Ceres deduced that the buildup of psionic energy was emanating from this very khaydarin crystal, but for what he does not know exactly. Possibly a last attempt at escape.

As soon as Ceres arrived, the small force of the surviving Tal'darim were immediately alerted to his presence and reacted accordingly. Focusing their attention on him the Tal'darim quickly forming their positions, Zealots at the vanguard, Stalkers covering the flanks, and the two Immortals staying behind the Zealot line.

Ceres in turn just simply held his gaze at the gathered Tal'darim with a look of indifference. After a moment of tense silence between him and the arrayed forces of the Tal'darim, the Tal'darim Ascendant turned to meet his eyes.

"**Aaaah… If it isn't the Zerg abomination. I've been expecting you." **The Ascendant spoke. His sinister voice echoed down into Ceres head.

The Ascendant continued. **"Tell me abomination, do you find joy in all of this? Do you enjoy destroying great monuments of power? Destroying a superior civilization and denying them their rightful claim to this galaxy?" **Asked the Ascendant in a mocking tone.

"You talk a lot for one who doesn't possess a functioning orifice. Who are you and why did you attack my brood?" Demanded Ceres glaring up towards the floating Tal'darim.

"**Hahahahaha! Fool, I am 5****th**** Ascendant Karanax of the Fleet of Amon! As to why I'm here you will know soon enough. Minions! Eliminate this abomination!" **Ordered Karanax as he turned back to the khaydarin crystal.

Soon the ranks of Zealots charged towards Ceres, psi-blades at the ready and rapidly closing onto his position.

Ceres eyes glowed in reply.

Suddenly over a dozen drop pods soared through the air and crashed into the clearing all around Ceres, sending both debris and Zerg bio-matter scattering all around the clearing.

Regardless, the Zealots continued their charge towards Ceres but were immediately met with a wall of chitinous flesh, claws and teeth.

Ceres watched as his newly summoned forces of Zerglings met the Zealot charge, the screeching cries of the large horde and the sound of dying Tal'darim filled the air as his Zerglings threw themselves at the Zealots. The Tal'darim Zealots were completely halted, but held firm against the onrushing swarm, their superior martial skills as well as their shields held against the overwhelming number of Zerglings.

Ceres then noticed from the flanks the Stalkers, blinking to higher ground and firing down at his forces, trying to cull the number of Zerglings.

Some of the Stalkers were brazen enough to aim at Ceres directly, no doubt hoping to kill him. Ceres in turn simply dodged the incoming fire and focused his psionic powers on these same Stalkers, levitating them helplessly into the air before shattering their shields and crushing them under his psionic might.

Telekinesis. One of Ceres's favorite methods of dispatching his enemies. A skill rarely used by the other races as it was either seen as too "primitive" for the Protoss or too complex for any Terran of average psionic potential.

But for Ceres, a being of pure psionic power, it was simply second nature to him. Something he practiced to perfection during the past four years since his freedom from Skygierr.

Suddenly explosions blossomed across the Zergling horde as Ceres noticed the two Tal'darim Immortals were bombarding his Zerglings, their pulse cannons swiveled upwards as they fired arcs of explosive anti-matter into his Zerglings, killing dozens at a time. With the combination of both Stalker and Immortal support, the Tal'darim were slowly pushing back his Zerglings.

Ceres eyes glowed.

**BOOOOF! "CRRAAAAAAAAHH!"**

Suddenly over a few dozen Hydralisks hidden in reserve burst forth all around Ceres they immediately fired their deadly spines at the Stalkers. The a few Stalkers were destroyed by the mass concentrated fire from the Hydralisk, however, the Stalkers soon focused their own fire at Ceres's Hydralisks.

With the Stalkers occupied, Ceres focused on the Immortals. Soon enough the very ground surrounding the Immortals exploded as Ceres's Hunter Killers, eight in total, burst forth and violently attacked the now exposed Immortals.

Though the Immortals were caught off, their shields held against the Hunter Killer's initial attacks, thus giving them enough time to aim their cannons and point-blank obliterate a single Hunter Killer each.

However, that's all they were able to accomplish as the combined effort of the remaining Hunter Killers soon shattered the Immortal's shields, and soon enough the Immortals were torn apart by the serrated armored rending blades of the Hunter Killers.

And just like that the tides were turned to Ceres's favor. The Stalkers were now dying to the Hydralisk's focused barrage, the Hunter Killers destroyed the Immortals and soon turned their attention to the Zealots and fired their own armor-piercing spines into their back ranks, dwindling the Tal'darim's already small numbers even more.

Ceres then focused on the last force of resistance. The Zealots.

Ceres sent the telepathic order and was soon rewarded as Zealots were sent flying through the air as something burst forth from underneath them, scattering their tight ranks and throwing the remaining Zealots into disarray.

"**PIIGGGIIIAAAAAAA!" **The newly revealed Roaches cried out as all twenty soon started spewing corrosive acid and slashing with their large axe-like blades at the surrounding Zealots in wild abandon, killing many and further shattering the already disorganized Tal'darim.

Soon the Tal'darim lines collapsed as Ceres's forces soon rushed through and surrounded the last of the Tal'darim. The surviving Tal'darim desperately fought against the superior numbers of Ceres's Zerg in a scattered, chaotic battle for survival.

But regardless of the Tal'darim desperate resistance, a path to the so-called 5th Ascendant was cleared.

Ceres couldn't help but smile as his forces eliminated the last of the Tal'darim. He nearly forgot this feeling, the feeling of personally commanding his forces once more during a battle and seeing his well thought out strategy driving his foes beneath him.

Ceres couldn't help but feel a moment of satisfaction from all this. Thus taking his time to stroll through the battle and towards the psi-matrix.

As Ceres walked, a damaged Stalker tried its luck by blinking as close to Ceres as it can and fired a pulse beam. However, a Roach burst forth to block the attack before spewing a torrent of acid onto the Stalker, destroying it in a fiery blue explosion.

Another, a Zealot this time, charge straight for Ceres. However, the Tal'darim was tackled to the ground by a Zergling before being dispatched permanently.

The last, three Zealots this time, tried their own attempt. Two sacrificing themselves to cover the third from the surrounding Zerg as the last Tal'darim charges straight towards Ceres, unimpeded by anything and psy-blades aiming straight for Ceres's head.

Ceres, without looking, simply held the Zealot within his telekinetic grasp. With barely a thought, the Zealot is then levitated high into the air before cratering back into the ground at sub-sonic speeds.

All that was left was a small crater and the red psionic mist of the Tal'darim, a common sign of death amongst the Protoss.

Ceres then soon made it to the psi-matrix as he looked up towards the Ascendant. "Karanax! It's over, you have lost!" Ceres exclaimed a good few feet away from the floating Ascendant.

Karanax turned around to look at him once more, eyes burning with contempt. **"You think you have won abomination! I'm still alive right in front of you!" **Karanax then started to float higher into the air as he started gathering his psionic energy.

Ceres's eyes glowed with power. **"Let's change that shall we."**

Ceres went to hold the Ascendant in his telekinetic grasp, however, the Tal'darim used his own psionics to hold Ceres's at bay, albeit with great effort as the Tal'darim's plasma shield visibly flared against Ceres's hold.

With the Tal'darim immobilized, Ceres went into a crouching position and extended both of his blades, both glowing orange with psionic power.

With a burst of speed, Ceres charged forwards towards the Tal'darim. Karanax immediately launched a psionic wave towards Ceres, however, Ceres simply gathered more of his own psionic energy through his blades and cut through the wave as he soon leaped towards the immobilized Karanax.

Karanax then launched a psionic orb but that too was slashed to aside by Ceres. Ceres then collided against the Tal'darim's shields and smashed him onto the ground.

The shields soon shattered as the Ascendant swung a psionically charged hand towards Ceres in a desperate attempt to take Ceres's life. Ceres, in turn, reacted, cutting off the offending arm at the elbow before stabbing both blades into the Tal'darim's chest.

As Ceres held down the Ascendant, the Tal'darim started to laugh. **"haha… you fool. I'm just merely a distraction, all of this was. I knew I would lure you to fight me, so I merely distracted you from my real goal at hand. To gather enough energy in the psi-matrix to destroy you! Now my revenge for lord Amon is complete." **Then with those last words, Karanax faded away.

It was only after the Ascendant's death did Ceres suddenly realized the immediate danger. Karanax has been using his psionic powers to partially hide the energy gathered within the Khaydarin crystal.

Now since the Ascendant was gone, Ceres can feel the psy-matrix is about to explode in full force. There was no hope of escape for Ceres, how careless he has been, taking his time with this battle and not fully realizing the true danger.

Ceres immediately contacted Stukov. **"Stukov take the Leviathans and get as far away from here as possible."**

"**What is happening!? I can feel the unstable psionic energies from the Mothership all of a sudden! You must get out of there!" **Exclaimed Stukov, but Ceres shook his head.

"**I might not survive this, but you will. I need you to get far away as possible, that is my will!" **Ordered Ceres.

"**NO! I WILL NOT ABANDON YOU!" **Exclaimed Stukov. However, Ceres merely overrode the Leviathans under Stukovs temporary command and started to rapidly move them away from the doomed Mothership.

"**Take care and protect the Swarm,** **Alexei Stukov. Await our Queen's return in my absence." **Once Ceres leads the Leviathans at a safe distance, he cut the connection.

As soon as he cut the connection the red khaydarin crystal started to rupture and crack, failing to contain the energy within.

'_Sorry, my Queen. It looks like I failed once more.'_

Soon all Ceres saw was a blinding flash of light as white filled his vision.

He couldn't see, hear, nor feel anything.

Soon the world of white turned black. Ceres soon embraced the world of nothingness once more.

* * *

**Unknown Location**

After what seems like an eternity in darkness, Ceres's eyes shot open.

Ceres thought he had died but quickly wrote that off as he felt that his body and even his clothes seem to be in fine condition.

He then noticed how cold he is and started to feel the very ground he was laying on, feeling his hands dig into the freezing cold ground as if it was made of light powder and lifted his hands to see what he was holding between his fingers.

Snow? That can't be right.

With this new feeling underneath him, Ceres immediately stood up and observed his immediate surroundings. It was dark, but completely illuminated as Ceres can clearly see fields of white soft snow for miles all around as the freezing winds blew across the snow-covered fields, kicking up fine mists of flying snow.

Ceres noticed the freezing temperatures immediately but was unbothered by it. His Queen previously before his freedom adapted her personal Brood to the freezing temperatures of space during her campaign on the ice planet of Kaldir. Ceres merely inherited the trait as part of his indoctrination back to the Zerg Swarm.

After taking in his new surroundings, Ceres then contacted Stukov.

"**Stukov, I seem to be fine. The blast must have teleported me onto the planet, retrieve me immediately." **Ordered Ceres. However, Stukov didn't answer.

"**Stukov. Are you there?" **Nothing. He tried contacting another. **"Isha. Something happened to Stukov after the explosion, what is his status?" **However, Isha wasn't answering either. This has never happened before.

"**Broodmother Poronsa hear me. I'm stranded on the planet Carnifex and I need you to pick me up." **Nothing. Ceres was getting worried.

He was sure he retreated the leviathans a safe distance away from the doomed Mothership. But what if the explosion was larger then he anticipated?

Ceres tried contacting someone who was not present at the battle. **"Abathur, you there?" **Nothing.

Then with some concentration, Ceres tried to contact any available Zerg in the sector as a last resort.

No one answered. Ceres couldn't feel the trillions of Zerg minds or the minds of Stukov, Isha, Abathur, or any of his Broodmothers.

Ceres then realized that he was alone. For the first time since his imprisonment, since his death, he felt truly alone.

Ceres then looked up to the clear night sky and saw the moon.

There were two moons that orbit Carnifex, however, here there was only one.

The moon that was in the night sky washed the snow-covered lands with its light, it's light illuminating the white snow. However, the moon looks as if it was slowly crumbling away as pieces of it seem to separate themselves from the rest of its body.

A single, haunting question passed through Ceres's mind. A question he knew he had no answer to.

"Where am I?"

**AN:**

**That's a wrap of the prologue. As many of you readers noticed I did a massive clean up of the prologue and combined the two parts into one in order to save both time and to get into the main body of the story.**

**Now to answer some questions:**

**Ceres has telekinesis? Why?**

I always loved the idea of Ceres being a powerful psionic user since he was essentially a Cerebrate, a literal Zerg being made out of pure psionic energy, their bodies were merely hosts for their true forms.

Telekinesis was sorely underused in Starcraft, the only times you actually see it is with Kerrigan, but even then she uses more destructive and potent forms of psionic powers.

Ceres having and being a telekinetic master fits the type of commander I have in mind for him.

My first rendition made Ceres more of a frontline regenerating melee expert with mind rending abilities, this Ceres still has those abilities but his psionics are now more varied, making him more of a backline support with potent psionic abilities catered to more field/crowd control. Telekinesis being a perfect weapon for him as a calm but powerful psionic user.

I realistically based his new way of combat from what he used to be, a backline commander overseeing the battlefield and commanding/overseeing the Zerg from a distance. This is of course based of what he used to be before, a Cerebrate.

This Ceres will be using the Zerg more often as his main weapons of battle, the Zerg is his most powerful weapon overall.

**Does he have other abilities? Like Psy storm?**

Ceres's psionic abilities are more catered to field/crowd control. Manipulating his enemies and allies in ways that favor him, such as telekinesis, mind control, etc.

He takes more of a support role with his abilities, but he can still fight like the old Ceres he just favors more psionic based combat than actual physical combat. Only fighting with his blades when it is necessary.

**Telekinesis seems OP on Ceres with everything he has? He's now too OP and I don't like it.**

In this instance and to where he is going, yes, he is powerful. But as many of you may already know, Ceres is a Zerg being. He is pragmatic and does not care, this time around he's going to Remnant as a being who commanded the Zerg Swarm in hundreds of battlefields and fought wars on a galactic scale against beings who can tear entire planets apart.

He is not going to back down from a challenge, he will achieve his goals no matter who he has to kill, and while he does have some understanding of normal Human emotions and norms he generally does not care, not like Kerrigan who was first born and raised as a human.

Ceres was created as a Zerg with a prime directive to serve the Zerg Swarm leader. He will slaughter millions in cold blood if he believes he can get what he wants through that route. All of his decisions are based on pragmatic understandings and weighing the positives and negatives outcomes.

Ceres in this fic is a pragmatic strategist. If there is an easier way with the least obstacles, then he will take it.

In short, Ceres is going to be OP no matter what as I based his character off the StarCraft universe and lore. So all you see from him is what I take from the actual Cerebrate's/Zerg experiences if one were to go through what Ceres did.

He does have weaknesses that at first temporary and seems not much but has a wider effect then one might think.

First off, he and his soon to be Brood is alone. Cut off from the wider Zerg Swarm with no hope of receiving help or outside reinforcements and is on a planet with hostile wildlife. If he's driven to the corner, then he will receive no help.

Secondly, he's on unknown territory with unknown enemies. He will be facing enemies while trying to build the foundations of his army. Until then it's basically him versus the world of Remnant.

Thirdly, his own goals and interests take precedence over everything else. This will make him estranged from the other power players of Remnant, all-seeing him as someone they will try to manipulate or destroy. In short, Ceres will most likely make more enemies then actual allies, if he makes any allies at all.

If you're still not convinced why I made Ceres as powerful as he is, then see it like this. Ceres was killed with no way of defending himself and reincarnated, only to be used as a lab rat, tortured and experimented on to create hybrid abominations. He was then rescued and given a new body, with what he went through he wanted to make DAMN sure that he cannot be killed so easily.

Also, he's technically a purebred Zerg. They do not hold themselves back by doing the minimum.

**Will he still be going to Beacon? Meet Team RWBY? Will the plot be the same?**

My biggest sin from the last fic was sending Ceres readily to Beacon Academy and have him go along with the canon story. I believe this is not only lazy on my part but mundane, predictable and plain cliche.

So this time around I plan for Ceres to do his own thing all the while the canon story line will continue but will change drastically down the line with the Zerg in the picture.

I still plan on Ceres eventually meeting the cast, but in a completely different circumstance. Something some of you will no doubt enjoy.

**Where will this story take place in the RWBY canon? **

You will find out in the later chapters.

**Where is Ceres now on Remnant?**

I will give you three guesses where he is on Remnant. The obvious hint near the end of this chapter.

**Thank you all for giving this a chance, if you have any questions, concerns, suggestions, or reviews then simply comment them below.**


	2. Chapter 1: Alone

**Hello again, as I promised I will upload a total of five new chapters to this revamped story. I only thought it would be fair to do so in order to get the plot settled and established.**

**Now onto the story.**

**Disclaimer: I don't own RWBY or the StarCraft franchise, both are owned by their own respective owners, Rooster Teeth and Blizzard.**

"Normal talk"

'_Thoughts_'

"**Telepathic communication/shouting"**

**Chapter 1: Alone**

**Location: Unknown**

Ceres didn't know how long he had been gazing at the broken moon for. Minutes, hours, Ceres did not care.

He is alone. Stranded on a planet that he does not recognize and possibly untold light-years away from his Swarm, possibly the Koprulu Sector.

Ceres's current situation and the sheer impossibility of it was unheard of, but the proof was there. He cannot contact the Swarm, an empire that spans over a hundred planets.

Ceres, after what felt like a small eternity, broke his gaze from the moon and gazed at the grass below him. His expression emotionless and set in stone. _'I am alone.' _Ceres silently repeated to himself.

Ceres's breaths were steady, but they were anything but. His expression was emotionless, but his inner thoughts were in turmoil. Ceres stood seemingly still, but in reality, his body refused to move as the gravity of his situation slowly dawned on him.

Ceres was truly alone. A fate that Ceres feared far more than the cold embrace of death.

For the first time since Skygierr. Ceres felt truly lost.

"What do I do?" Ceres asked himself. The cold snow below his feet as well as the freezing winds did little to elevate his emotions. Ceres thought back to the time when he was alone, trapped in Narud's damnable prison, how he felt so helpless and so weak against his torturer as he mocked him, cut him, experimented on him for over a decade.

But did Ceres give up hope? No, he didn't. He found a way to escape, brought an end to Narud's torturous experiments and was reunited with his Queen and the Swarm.

His Queen… His Queen would not stand around and wallow in self-pity, she would take action if she were in Ceres's current situation. She would find a way back to the Swarm like she did the first time and Ceres will do just the same as he did before.

Ceres steeled his resolve and reigned his turmoil of emotions to focus on one goal that supersedes all else.

Return to the Swarm. No matter the cost.

With this new objective Ceres then immediately searched his surroundings, using both his enhanced eyesight as well as his psionics to scan the lands around him.

Ceres immediately sensed multiple forms fast approaching his current position, all radiating bloodlust. There were coming from the-

"GROOOARRRR!"

Ceres's instincts flared and immediately jumped back as a large black object crashed onto the ground where he was just standing on, throwing up and scattering snow throughout the air.

After landing, Ceres immediately dodged to the left as something came from behind and was forced to dodge again as another black object crashed from above.

Ceres then jumped back a fair distance away from the small confrontation, but once again his instincts flared as he sensed a hostile charging him from the left.

This time, however, Ceres extended his right blade as it glowed with psionic power and stabbed it into the black furry chest of his assailant.

Ceres's unknown assailant let out a pained roar before going limp on his blade. Ceres then proceeded to yank his blade out of its chest, to finally see the identity of his assailants. However, the now dead body immediately disintegrated and quickly faded away into the frigid wind, leaving no trace of its existence whatsoever.

Ceres took only a moment to process what just occurred before jumping back from another incoming attack.

When Ceres landed back on the snow, It was at this point he is given a chance to clearly see who his attackers are. What he is currently seeing made him pause.

There were a dozen creatures. All animalistic in nature and form.

The first is what appears to be large bi-pedal canines, reminiscent to wolves that the Terrans are familiar with. These bi-pedal wolves either stood on two digitigrade legs or on all fours with their two large arms sporting sharp white claws. However, their most defining features are the midnight black fur covering their entire bodies and the bone mask and spikes sprouting from their spines, arms, and legs.

The second was by far the larger than the bi-pedal wolves, taking the forms of large predatory felines, lions by Terran standards. And like the bi-pedal wolves, the most defining features of this large winged lion is the black fur and bone-white mask. However, that's where the similarities end as these creatures sported large avian wings, a tail that ended in a large stinger, large horns protruding from its mask and a parody of a lion's mane made of entirely of jagged bone.

There are currently ten of the creatures standing before Ceres, seven of the bi-pedal wolves and three winged lions. It was clear to Ceres that these creatures before him are of the same species, their night-black fur covered with white patches, bone-like growths, their bone-like masks patterned with red markings, and the simple fact they are only focused on him and not each other tells as such.

Their very presence, however, came off immediately as strange to Ceres.

Every living being Ceres came across, no matter how different they may be, has a similar warm presence that is only differentiated by certain aspects of their thoughts, personality and if applicable, psionic power. These creatures before him, on the other hand, are different, their presence felt cold and hollow with a dark aura surrounding them, they are more of a construct than an actual living, breathing being.

All Ceres could sense from these creatures were an instinctual level of bloodlust, all directed towards him. However, the center-most lion of the trio is different, Ceres could sense a form of intelligence from its very mind and can make out its thoughts.

'_**Human. Kill. Destroy. Human.' **_These were the very thoughts and feeling the winged lion currently has from what Ceres could discern.

"GROOOAAAAAR!"Roared the very same lion. Soon enough the bi-pedal wolves bellowed out their own roars and charged straight towards Ceres while the winged lions took to the air.

Ceres observed their behavior and saw what seems to be some sort of strategy, the bi-pedal wolves charge in as living fodder while the winged lions' attacks from the air.

Simple in context but a strategy nonetheless.

Soon the first two of the wolves leaped the last few meters towards Ceres, claws and fanged filled maws ready to tear into Ceres.

Ceres simply focused his psionics and telekinetically held the two wolves mid-air, just a few feet away from meeting the ends of their claws. Ceres then focused his powers against the rest of the pack of wolves, suddenly halting their charge and floating them up helplessly into the air.

**Boof! Boof! Boof!**

Ceres waved his hand as the floating bi-pedal wolves moved in tandem, right in the trajectory of the fireballs.

As expected, the wolves were soon engulfed in fire as the lions continued to barrage Ceres in a poor attempt to hit him through his living shield. Soon the last wolf disintegrated in flames and black smoke as the lions continued their barrage.

Ceres simply stood leisurely on his spot as he moved his right hand to block each fiery projectile with his telekinesis, creating an invisible barrier in front of him.

Soon enough the barrage of fire stopped as the lead lion let out another bellowing roar and dove straight for Ceres, it was soon followed closely by the other two lions. Ceres simply quirked a single eyebrow at the charging lions and their change of strategy, no doubt seeing the futility of trying to attack Ceres from a distance.

The leading lion let a bloodcurdling roar as it rapidly closed the distance.

Ceres eyes glowed in reply.

**BOOM! BOOM! BOOM!**

Ceres observed the now three downed lions, each being held flat on the snow-covered ground by his telekinetic grasp.

Ceres then approached the leading lion, despite its current situation it's baleful eyes glaring into Ceres's own.

'_**KILL. HUMAN. KILL.'**_Ceres read its thoughts as he can feel the lion straining against his hold.

The lion then opened it's mouth as fire gathered in its throat, but with a single thought, it's mouth suddenly clamped shut along with the other two lions, smothering their final attempt to attack Ceres.

Ceres then took this opportunity to closely observe and inspect the leading lion's physical features, walking around the lead lion and eyes roaming the body of the restrained creature.

Ceres soon noticed some key differences of the leading lion compared to the other two, such as a larger more jagged mane of bone, larger horns, an overall larger physique and more bone carapace plating located on its back, hindquarters and the limb of it's wings.

Ceres frowned in thought as he completed his round of the creature.

Before he had deduced that these creatures, both the lions and the wolves, form a single species with an unknown number of different sub-strains. Now Ceres can confirm that the creatures, such as this winged lion before him, are capable of some level of evolution, whether this evolution is something gained through time or directly taking the trait from other creatures is currently unknown to Ceres.

But what is known to Ceres right now is the lion's very thoughts and instinctual drive. Not only it showed some form of intelligence and understanding of mundane strategy, but it also identified Ceres as a human and its immediate reaction was to kill him. This means that there are humans on this world and these creatures were created with the prime directive to kill any humans they come across.

Ceres used the word created because during the fight the single bi-pedal wolves he personally killed did not bleed. They instead disintegrated in death, leaving absolutely no traces behind for Ceres to collect.

The disintegration upon death was not natural in conjunction with their strange sense of presence. These… dark creatures were clearly created with the sole purpose of being living constructs of some sort, no doubt weapons against their enemy.

Ceres's frown creased ever so slightly as he brought his thoughts back to the topic of humans. He deduced that there are still humans alive on this world as the lion's thoughts and emotions imply that humans are still around for it to still recognize Ceres as one. Also, humanity, or in the case of the Terran's, has proven to be far more tenacious in the face of overwhelming odds.

So that brings him back to his earlier thought. Did the natural order of this planet create these dark creatures to eliminate the humans of this world? If not, who or what created these dark creatures? What has happened to humanity on this planet? Do they have civilizations or are currently in hiding? Is humanity of this world from a lost UED or the Terran Dominion colony that landed on this planet?

Ceres immediately discarded the last possibility. If humanity of this world is the same Terrans from the Koprulu Sector or even the UED, then this planet should be colonized by now regardless of any threat from these creatures.

However, these creatures and their ability to evolve made Ceres frown. If these dark creatures are anything like the Zerg, then they are most likely the dominant species on this very world, with numbers possibly in the millions or even billions. Humanity must either be in hiding or barely fending off these creatures in a never-ending war for survival.

Ceres also kept in mind that if creatures such as the bi-pedal wolves and the winged lions in front of him are at war with humanity for an unknown amount of time. Then it is most likely that humanity will be highly cautious and hostile towards any other creatures that they may perceive as dangerous.

Such as him. A being not of this world.

Fortunately for Ceres, he had the hindsight to keep his body's human appearance when he first received it, perfect as a disguise if he were to run into any humans of this world. However, his main goal is to grow a Brood, something that will catch the eyes of the wrong kind of attention towards him and possibly delay his plans or at worst ruin it. Ceres doesn't know how advanced humanity on this world is, for all he knows they might still be primitives with superstitious beliefs.

Regardless, if humanity of this world decided that Ceres and his Brood is their new enemy, then Ceres may be forced to go to war, something he cannot afford to let happen due to the simple fact of numerous unknowns.

Ceres shall avoid humanity for the time being. His plan to return to the Koprulu Sector cannot afford outside interference.

Ceres is then brought out of his thoughts as the lion, still held down before him, started to growl. It's visible eye glaring hatefully at Ceres, its thoughts continued its mantra of death and bloodlust.

Ceres gave this insignificant creature a blank stare. "I have to thank you. If it were not for you, it would've taken me some time to understand the nature of this world." Ceres then lifted his hand as all three lions slowly floated into the air.

"However… your usefulness has come to an end." Ceres said as he tightened his hand into a fist.

Immediately, all the lion's started to contort and bend in ways that were not possible for their physique, the sounds of bones snapping, popping and fleshing tearing filled the cold air. Soon all three were violently crushed into three black balls of dark contorted flesh and bone, each immediately disintegrated into fine black mist.

Soon there was nothing left. The only signs that the creatures were ever here were the footprints and trail marks printed into the snow as well as the small blackened craters from the earlier barrage of fire.

Ceres then turned away from the ruined field, already being covered by the drifting snow. He then went back to his previous task of scanning his surroundings. He needed to find a suitable area for the first part of his plan, establishing a Hive Cluster.

With new information about this world, Ceres needs to find a suitable area containing the resources he needs. Then he can spawn a Brood and from there build his forces to full strength to face any threat this planet may have from either the creatures or the humans.

It may take some time as Ceres is not even sure if this planet has any mineral veins or vespene geysers. In the Koprulu sector, it is not unheard of planets that don't contain either resource, the Zerg adapts to meet the resources demands through other means such as collecting biomass from the surrounding fauna.

Unfortunately, Ceres will have little success in collecting a steady source of biomass. The lands as far as he could see were barren and the creatures that he fought disintegrate upon death, leaving nothing behind.

Regardless, it will be ideal to find a mineral vein or something along the lines of a vespene gas at the very least. Minerals are just used to harden the carapace armor of the Zerg to a faster degree, even without minerals his units can still morph carapace armor but not as quickly as with minerals.

The problem lay with vespene gas. The high metabolism of the Zerg, especially units of the higher tier, requires the high-calorie yield of vespene gas to fuel and feed their creation.

So far Ceres sensed nothing of significance, the snowy lands surrounding him are barren of wildlife or any of the creatures he fought earlier. However, his eyes soon came across what appears to be mountainous formations in the far distance, just over the snowy a few kilometers away.

If the mountains of this world contain the resources he needs, then that's where he shall head next. Not that he has much of a choice.

With a new destination set, Ceres then dashed through the snow towards the mountains in the far distance. The potential source for resources for his new Brood was too good to ignore.

* * *

**4 hours later…**

Ceres currently stood on top of a small hill, all around him are mountainous ranges far and wide as the eye could see. It took him some time to arrive at his destination, but thanks to his enhanced Zerg biology, he managed the long distance in just a few hours at most. Along the way, he was attacked by more of those dark creatures of the wolf variety, but Ceres simply dealt with them easily enough.

Snow started falling from the sky as the clouds above settled in just an hour ago. The clouds and falling snow blocked the moon and with it all available light.

Fortunately, Ceres had no problem with seeing in the dark, every Zerg has heightened night vision and he was no different. However, the flurry of snow still made it difficult nonetheless, reducing his range of vision by nearly half.

Regardless Ceres found something that immediately garnered both interest and due caution.

Just a few dozen meters below him is what appears to be a small mining complex, complete with large cargo holds, crates, railway tracks and carts, buildings dedicated to the extraction and assorting resources, two landing pads, and what appears to be automated machinery and vehicles. The entire complex was built in front and around a large cavernous entryway into the mountain itself, no doubt into the very mines itself.

However, the complex is completely desolate, abandoned in a state of disrepair and degradation.

This abandoned complex below confirmed three things for Ceres. The first is that the humans of this world had advanced to the point where they can establish industrial mining complexes such as this one. The second is that the complex was abandoned some time ago, concerning how much of the complex and mining equipment is in disrepair and covered in ice and snow.

The third and most concerning was the strange energy Ceres could sense somewhere deep in the mines itself. It was faint, but Ceres's psionics can sense the unknown energy, it was both powerful and raw in nature, unlike anything he has ever felt before.

As the snow blew around him, Ceres contemplated the use of this mining complex for his own use. The complex itself was clearly abandoned by the humans of this world, however, what are the chances of the same humans returning to reclaim this mine in the foreseeable future?

However, judging from its current dilapidated state, the humans who built this place must have forsaken this location some time ago. Other then the complex below him, Ceres has yet to encounter any other human settlement or their influence on his venture here. Meaning wherever the humans are, it was nowhere near here. This entire area is in a remote location and the environment is inhospitable, cold enough to kill an average human in a matter of hours.

Whatever they were mining in the mountain must be considered valuable enough for the humans of this world to risk venturing this far to mine from here.

And from the powerful energy that Ceres could sense, whatever unknown resource they were mining is something of definite worth.

However, this facility was abandoned for a reason. If the creatures that Ceres fought before were of any indication, then they must've been the reason why this complex was abandoned in the first place. Judging from the lack of notable defense emplacements and fortifications surrounding the complex, the creatures could've attacked this place, invaded and overran the complex with relative ease. Or the dark creatures moved in when the humans abandoned the mines.

If this was true, then the mine itself is possibly filled with those creatures.

Ceres frowned as he tried to sense any of the dark creatures within and outside the mines. He couldn't sense any creatures on the outside, and at the same time his senses couldn't penetrate deep enough into the mountain, all he could sense is the powerful energy emanating from within the mine.

In short, Ceres must go into the mines himself to get a clearer layout of the mines.

Making his decision, Ceres then made his way down the hill and trudged through the snow towards the abandoned complex.

As he entered the complex, Ceres continuously scanned and observed his surroundings, sensing for any hostile creatures that may be lurking about or any other unknown anomalies.

As Ceres walked through between the buildings, he started noticing the language printed on many of the ruined crates and buildings. His eyes looked up and gazed such printings.

"B14, B11." Ceres read out loud. His foot then suddenly hit something solid beneath the snow as he crouched down and wiped away the snow to reveal three bolded white letters.

"SDC." These three letters, as well as the labels on the buildings he read, were clearly written in Terran English. Humans of this world, or more specifically the ones who built this complex, can read, write and most likely spoke the language as their most basic dialect.

Any concerns for language barrier were then immediately discarded. Ceres can now communicate with the human natives of this planet.

But that brought back his previous theory of a lost UED colony. The Terrans were originally from the UED, from the planet called Earth. The words Ceres is reading now is the same English as the Terran Dominion and the UED.

This was a lot to ponder on, something Ceres have will have to find out later.

Ceres then stood back up and stepped over the letters, filing away the SDC as a potential human organization or government. Soon he made it to the middle of the complex, which coincidentally leads straight into the large cavernous entrance of the mine.

Ceres stood in front of the entrance, probing the inner sanctums with his psionic senses. However, all he could sense was the same energy somewhere deep in the mines. But this time, however, he also senses multiple dark signatures through the veil of energy.

Ceres schooled his features before entering the mines. It was dark, but Ceres could see as clearly as day due to his enhanced eyes and his psionic senses, what he immediately noticed was the state of destruction the entryway into the mines is in.

Minecarts were flipped onto their side, crates, both broken and intact, were thrown everywhere, various mining equipment and cargo holds were buried underneath rock and debris.

Ceres soon stopped as he came face to face with a venerable wall of piled rocks and other buried debris.

'_A cave-in. Must be the reason for all this destruction the abandonment of the mines. But what has caused this? An explosion, loss of structural integrity perhaps?' _Ceres thought. He then scanned the wall of rocks for any openings, immediately finding one just large enough for him to squeeze through.

After exiting out the other side, Ceres took a moment to observe his surroundings. Seeing only one way forward, he ventured deeper into the mines, now funneling into a single tunnel.

As Ceres resumed walking through the tunnel, he soon saw lights coming from ahead and quickened his pace. As he neared, he came across a sight that causes his eyes to widen.

The tunnel from ceiling to floor was covered in what appears to be veins of different colored minerals. Most of the veins were either red, yellow or an orange mix of the two as the veins were emanating a soft glow, bright enough to illuminate the dark tunnels.

Ceres also noticed the overarching support beams that held up the tunnel's interior as running along the very walls on either side down the tunnel were rudimentary industrial lights. None of which are on.

Ceres then sensed the very raw energies emanating from the veins. Just as he was about to scan the tunnels further ahead, Ceres immediately went on high alert as he sensed multiple signatures fast approaching from all around him.

Suddenly the ground in front of Ceres exploded as a massive centipede-like creature burst forth and shot straight towards Ceres's face, large mandibles ready to decapitate him.

"SHRRIIIIIIIII!"

Ceres reactively halted the creature with his telekinesis before smashing the offending creature against the tunnel wall at sub-sonic speeds. Before Ceres could gather his thoughts, five more of the same creatures burst forth from all sides and shooting straight towards him, coming out from the floor, walls and even the ceiling above.

Ceres's eyes glowed with power before extending his right blade and proceeded to stab the first creature directly in the mouth before extending his left blade to slash the second's head directly in half, stab the third's segmented body before decapitating it in quick succession, and pinned the last two creatures onto the ground by a blade through each of their skulls.

After the last two creatures faded away into black mist, the entire tunnel before Ceres came alive as dozens of centipede creatures burst into the tunnel from all angles. Ceres closely observed each of their features as he watched as each of their segmented bodies covered in bone carapace and bladed insect-like legs spun in different directions, showing Ceres just how these creatures manage to burrow through the hard mountain rocks with such speed.

Soon the closest centipede pointed his eyeless head towards Ceres and cried out an inhuman shriek from its mandibles, spitting out a green viscous fluid all over the ground.

"Venom. Of course." Ceres calmly said as he stared directly at the swarm of centipedes before him. Soon the swarm surged forth, some crawling on the floor while others skittered on the walls and ceiling.

Ceres simply detracted his blades and concentrated on all the centipedes before him. Soon enough the centipedes were yanked off the floor, walls, and ceiling in an indigent shriek. Ceres then focused on the ones burrowing through the walls and ground and forcefully ripped those creatures out from their hiding.

With all the creatures in his grasp, Ceres brought all the creatures towards the middle of the air in front of him.

Ceres then froze their movements with a single thought as all the centipedes cried out and strained against his telekinetic hold. Ceres wanted to experiment with something as he turned his attention to the nearest centipede and let loose on its very mind.

"SHHRRRIIIII-"** POP!**

The creature's head exploded before fading away almost immediately into black mist. Ceres hummed in acceptance as he concentrated on the rest of the centipedes in his grasp.

**POP! POP! POP! POP! POP! POP! POP! POP! POP! POP! POP!**

The popping sound of exploding heads soon came to a halt as the last of the centipedes faded away in the same manner as the first. Ceres simply dusted his coat, satisfied that his mind rending abilities do have an effect on these creatures, before resuming his trek deeper into the tunnel.

Ceres took his time, both out of caution of what he may appear next as well as observing the mineral veins covering the tunnel around him. Ever curious, Ceres went up to one of the veins, a red one, and placed his right hand on it.

Ceres felt a strange warmth from the vein, he could sense energy contained within the vein. After some thought, Ceres then pushed a small portion of his psionic energy into the vein.

**BOOM!**

Ceres was launched back and crashed into the wall on the other side, a cloud of dust filled the tunnel as Ceres coughed and shook the concussion out of his head before standing.

After the dust settled, Ceres saw the damage. A significant portion of the wall where the vein was is now a smoldering crater as loose pieces of red minerals fell and exploded harmlessly on the ground.

Ceres then looked towards the other veins with a scrutinizing gaze. The minerals surrounding him were highly reactive and thus dangerous if handled improperly as he had done, even a simple drop to the floor seems to set off these minerals. Ceres was fortunate that the entire tunnel didn't collapse or worse explode with his experimental mistake.

Ceres then looked to the overarching supports and a mining cart laid out on its side. He now sees why the humans of this world were mining these minerals, but what were they using these highly reactive minerals for? Weapons? Fuel? Their power is something to note, but did the humans use these minerals for other means if the first two didn't apply?

Ceres then saw a rusted sign hanging from the wall just beside the crater, the bolded words were still legible.

**DANGER**

**EXPOSED DUST**

**EXERCISE CAUTION**

Ceres frowned in thought. _'So the humans call these reactive minerals Dust. Why else would the warning sign be there?' _Ceres pondered before filing away his questions for later discovery, at least now he has a name for these strange minerals.

As Ceres resumed his venture, he is nearing the source of energy he felt from outside the mines, he can sense it.

After a few minutes of walking, Ceres soon exited the tunnel and into a massive cavernous sanctum. The sanctum is covered from the ceiling high above to floor just a few meters down below with a countless number of glowing minerals, or the now named Dust veins of various color.

Ceres can FEEL the energy in the air, it was noticeably warmer as the air is saturated energy emanating from the Dust minerals all around him. Now that Ceres noticed, there were hundreds of crystallized Dust sprouting all around the floor, walls and the ceiling in various colors.

Ceres also noticed all the various mining equipment and railway scaffolds that were built in this cavernous sanctum. Many seemed to be in working condition while others looked to be mangled or crushed asunder.

As Ceres walked deeper into the sanctum and jumping down onto the floor below, he immediately noticed a sprouting patch of red Dust minerals just a few feet to his right.

Thinking back to before with the exploding vein, Ceres approached the Dust minerals with a cautious mind. He then inspected the red mineral, feeling the energy emanating from it without even needing to touch or sense for it.

"This Dust. It's some form of crystallized energy. I wonder if I can use this?" Ceres questioned out loud. He then carefully grabbed a small outcrop of the mineral before breaking it off.

Ceres held the piece for a few seconds to see if there would be any explosive reaction. When there was none, he then inspected the small piece in his hand.

The small piece of red Dust is the size of the palm of his hand. Ceres held the piece in his fingers, feeling warm energy still emanating from its crystallized form despite being separated from the larger body of crystals.

Ceres then carefully inspected the piece psionically, probing its outer form for any plausible way of obtaining its energy without igniting it. After a few seconds, Ceres concluded that there was no visible or psionic way to obtain the energy held within the small piece of Dust.

With every other option off the table, Ceres did the tried and tested method that the Zerg employs daily when it comes to new potential essences.

Ceres took the piece and swallowed it whole.

"HRK!" Ceres eyes widened, nearly collapsing and immediately righting himself as he felt his body wracked in pain. His nerve endings felt like it was on fire, a burning heat emanated within his stomach as his veins visibly glowed bright red underneath the skin of his hands.

Ceres clenched his teeth through the pain, suddenly the pain vanished and replaced with a boost of energy. All his senses were greatly enhanced, his hands started to uncontrollably shake with newfound energy, his thoughts are going into overdrive with this new discovery.

'_These crystals. This Dust. They are filled with so much energy!'_ From a single piece, Ceres feels as if he could fight for days on end and not tire. What little hunger he felt before is now completely non-existent as he felt refreshed and completely energized. Compared to vespene gas, these Dust minerals are far more potent, with a little piece he felt completely energized.

Ceres couldn't help but smile. He has found it. He has found the perfect replacement for vespene gas! With these Dust minerals, Ceres can spawn a Brood in sufficient time.

Suddenly Ceres sensed a dark presence directly above him, a presence that he hadn't noticed until now. Ceres, in his energized state, snapped his head up towards the ceiling.

What he saw was a large figure attached to the ceiling high above. Its main body, as well as it's arms and legs, are made up of rocks, ice, metal debris and large pieces of Dust minerals, explaining how it hid from Ceres's senses up until now.

Then the main body started to turn in the sound of grinding stone until it fully revealed a bone-white mask shaped in an oval containing the same markings as the creatures Ceres fought since his arrival to this world.

However, unlike the other creatures, it had no visible mouth but instead a single amber glowing eye that was staring balefully at Ceres's own.

'_**Human… Trespasser… Invader… Kill…' **_Ceres read its thoughts. It appears this creature, a construct of stone and metal, has significantly evolved intelligence, gaining what seems to be an early form of sentience.

The large Construct-like creature detached itself from the ceiling and rapidly descended towards Ceres's position, no doubt intending to crush him with its massive form.

Ceres, energy still coursing through his veins, gave a rare excited grin as he threw out a single hand towards the falling Construct.

Suddenly the Construct came to a sudden stop, it's entire form now floating just a few meters in the air just above Ceres.

The Construct swung its right arm, a large metal pipe embedded in rock and glowing minerals, down towards Ceres. With but a glance, Ceres telekinetically halted the offending arm before violently tearing it off the Construct.

The creature let out a ghastly wail of pain as it's actual arm hidden within the pipe and rocks were torn off in tandem, leaving a smoking stump that showed Ceres the creature's true form is within the body of stone and metal.

Through the falling debris of the Construct's dismembered arm, Ceres then noticed a large piece of a glowing purple Dust mineral, a sizable one, falling straight towards the ground from the shattered remains of the construct's arm.

Reacting quickly, Ceres caught the mineral in his telekinesis before it could crash onto the ground and possibly igniting the entire sanctum filled with highly reactive minerals.

The Construct hissed as it raised its other arm and swung down towards Ceres. Once again, Ceres halted the arm and telekinetically tore it off like the last. Again, as the pieces of its arm fell, Ceres telekinetically caught another large piece of Dust mineral.

Now with the massive golem armless, Ceres then lifted his left hand towards the creature's mask and slowly pulled his hand back. The creature's mask started to shake, straining against his hold, however, the mask along with its true form was slowly and forcefully torn away from the rocks, debris, and minerals it used as it's body.

Ceres, still levitating the 'body' of the Construct, looked directly into the eye of the ghostly creature in his telekinetic grasp. The armless creature was visibly struggling against Ceres's hold, it's mist-like lower half swaying and flailing as it's head is held in place by an invisible force.

Ceres then slowly closed his fingers as the creature's mask started to crack and contort in tandem. The creature's pain-filled hisses and frantic flailing soon came to a quiet stop as it's head is slowly being crushed in Ceres's grasp.

Just before he could fully clasp his hand, Ceres stopped and took his time staring into the still visible eye of the creature in his grasp. Ceres could sense new and familiar emotions coming from the creature. Worry, despair, and fear. Fear of death. Fear of him.

Ceres couldn't help but chuckle. This… creature. This one with a malcom of intelligence can still feel fear.

What an interesting discovery.

**CRACK! SQEULCH!**

Ceres threw the smoking body aside, not caring to see if the body faded away or not. He then looked to the still floating rocks, debris and Dust minerals and slowly placed down the rocks and debris onto the ground. What was still left floating in the air is the six pieces of glowing purple Dust minerals.

With a small gesture of his hand, Ceres then levitated the pieces towards him, inspecting the floating pieces closely, slowly swirling each in a rotation to inspect each one.

"So much energy held within each of these pieces. These shall do." Ceres then slowly placed the pieces of Dust onto the ground beside him before clasping his hands together and focusing on his next task.

After a few seconds, Ceres unclasped his hands as a green translucent bubble filled with catalytic fluid expanded in his hands. After the bubble grew to a suitable size, Ceres then focused on the bubble, his mind focusing on the spinning DNA strands and constantly feeding his own bio=mass into the bubble.

Soon enough, a form started to rapidly take shape as more bio-mass was added. Seconds went by as the form grew to near completion.

Finally, Ceres was finished, staring at his creation as it floated idly within the catalytic fluids.

A single Zerg Larva.

Ceres then popped the bubble as the Larva fell into his hands and the fluids spilled all over the ground. The Larva cried out but remained docile as it pushed feelings of warmth and obedience through their psionic link.

Ceres allowed himself a small smile at the Larva in his hands. He is now no longer alone.

Ceres, still holding the Larva, walked towards the middle of the sanctum. Once in the middle he then started creating creep within his stomach, dissolving his intestines, kidneys, and liver in order to create the creep.

With the creep finished Ceres then vomited the newly created creep all over the ground. The creep rapidly spread for a couple of meters but soon came to a stop as Ceres finished expelling the last of the creep from his body.

As Ceres's internal organs started to regrow, Ceres then quickly created a small Creep Tumor from what bio-mass he can spare and placed the tumor onto the large carpet of creep.

With the small patch of creep maintained by the tumor, Ceres then placed the Larva onto the creep as the small Zerg started feeding off the creep.

Ceres, through their psionic link, ordered the Larva to morph into Drones.

Immediately the Larva curled into itself before morphing into a large, pulsating egg.

Ceres breathed in a deep sigh. He used a significant portion of his own bio-mass to create and give the Larva enough bio-mass to morph into the Drones he needed, also the creep and the creep tumor took another significant portion of bio-mass to create.

In short, Ceres felt quite drained and needed sustenance.

At first, Ceres crouched down towards the creep to eat but thought back to the Dust mineral he ate. He then made his way over to the nearest patch of crystallized Dust, yellow minerals this time before breaking off a few small pieces from the patch. Ceres then swallowed the pieces and immediately feel his body convulse with energy, his veins glowed bright yellow as the drain and hunger soon disappeared.

This time Ceres felt little pain, it appears his biology is adapting well to these Dust minerals.

Feeling satisfied, Ceres turned his attention back to the egg. It grew slightly larger as Ceres can sense it was halfway to completion, already feeling the minds within.

So Ceres waited. Guarding this precious egg as well as sensing for any threats. His psionic senses, enhanced by the Dust minerals he just consumed, encompassed the few tunnels that lead into this sanctum, giving him a mental mapping of the entirety of the mine itself.

The mine is made up of a small collection of tunnels, many of which have either collapsed or connected into other tunnels. There are a few notable entrances into to the mines itself, some easily accessible while others are high up into the mountain overlooking cliffsides. The main concern for Ceres was how all these tunnels lead directly into the very sanctum he is currently in, providing numerous passageways of direct entry.

Ceres frowned at this newfound information; the sanctum itself is a poor location to build his Hive Cluster. There was barely enough room for even a Hatchery much less the other necessary Zerg Structures, plus the dangers of the Dust being set off and destroying this mine is a ever present hazard that Ceres has to be careful of.

If an accident or a battle breaks out within the sanctum that ignites all the minerals, then his Brood, as well as the entirety of the mine, will perish in the ensuing explosion.

Ceres will need to find another, safer location. Somewhere nearby, close enough to utilize the resources of this mine as well as far and well-defended enough to avoid any direct contact with any potential invaders.

Ceres pondered on his options. He could make more chambers with his Drones but excavating the necessary space will take too much time as well as resources and may also jeopardize the mine's overall integrity. Some of his Broodmothers in the past have created and utilized underground labyrinths for their Broods to various degrees of success, however, the use of tunnels usually limits the movement of their forces as well as their advantage of overwhelming numbers if an enemy invades.

Underground Hives also limits escape options if a Brood is ever in danger of being completely wiped out, especially if the enemy decides to simply collapse the entirety of the labyrinth onto the Brood, trapping the Zerg in an underground tomb.

However, the trade-off for offense with defense cannot be ignored. Those same underground Hives has proven to be near impossible to detect, much less destroyed by orbital bombardment. Any invading forces would be hard-pressed to invade an underground Zerg fortress as it eliminates the use of enemy air support, heavy ordinance, and large vehicles of war.

Ceres would need to find a good mix between a good defense and a good offense for his Brood's main Hive cluster. Fortunately, Ceres already has a plan in mind as he continued to map out the mining tunnels around him.

**POP! "Greeaaa!"**

Ceres was soon brought out of his thoughts as four fully grown Drones hatched from the egg. Each Drone was large, easily taller and wider than Ceres by a good few feet. The Drones hovered over the creep covered ground, waiting obediently for Ceres's next command.

Ceres simply stared at the four Drones before mentally ordering each of them to harvest and carry as many Dust minerals as they can, explicitly warning the Drones of the mineral's highly reactive nature.

Each of the Drones gruttled their affirmations before going about their given task. One Drone went towards a nearby patch of blue minerals, the second started cutting into a large patch of purple minerals, the third started placing clumps of red minerals on it's back before harvesting more, and finally, the last Drone started collecting the purple mineral pieces that Ceres previously placed on the ground.

Soon enough the four Drones returned to Ceres, each carrying on their backs a sizable assortment of harvested Dust minerals each.

Ceres nodded, satisfied with the amount before turning and started making his way towards the nearest tunnel at the back of the sanctum, his four Drones following him in a line.

The tunnel Ceres chose is the only direct passage that exited somewhere behind the mountain the mine is in. When he previously mapped the entire tunnel system of the mines Ceres discovered this particular tunnel.

Ceres doesn't know exactly what he may find at the other side of the mountain, however, if there is enough open space then he can establish his Brood and Hive cluster behind the cover of the large mountain.

Ceres entered the tunnel, followed closely by his Drones carrying their precious cargo. Fortunately, the tunnel is large enough to accommodate the Drones with room to spare, each as tall as a Terran Marine in CMC Armor and just as wide.

As Ceres lead the Drones through the tunnel, he suddenly sensed multiple hostiles converging on his position from behind the tunnel walls.

Soon enough a Centipede burst out of the wall to the left of Ceres, one that he immediately caught in his psionic grasp and crushed its head without a second thought. Soon the tunnel walls exploded all around as dozens of burrowing Centipedes shot out and charged straight towards Ceres.

Ceres caught the first few in this telekinetic grasp before extending his right blade and decapitated each in quick succession. He then shot out his left hand towards the still charging Centipedes, freezing their movements in his invisible grasp before clenching his fingers.

**Pop! Pop! Pop! Squelch! Pop! Pop! Squelch! Pop!**

As the deceased bodies of the creatures evaporated into black mist, two centipedes exploded from the earth behind Ceres aiming their mandibles towards his exposed back.

Ceres's eyes glowed.

**SNAP! SNAP! **"Grreeeeeaaa!"The Drone behind Ceres roared out, quickly catching the two Centipedes in it's large pincers as the creatures flailed about shrieking into the air in the Drone's grasp.

Both Centipedes then spun the upper half of their body around in the Drones grasp before diving straight towards the Drone. The Drone in retaliation bisected the Centipede in it's left claw while simultaneously spitting a spray of acid at the other centipede in its right claw.

Ceres watched as the acid hit the centipede's eyeless face. Immediately the creature cried out in pain as the acid ate away at its mask and melted into it's head. Eventually, the Centipede went limp in the Drone's grasp as the now-dead Centipede faded away into black mist.

Soon both Centipedes started to evaporate, but Ceres noticed that the bisected upper half of the first Centipede remained alive, skittering towards Ceres with it's remaining legs.

The Drone groaned before catching the still living Centipede by the head before crushing it with ease, the body immediately fading away.

Ceres stared at the Drone with two kills to it's name. Drones are the very backbone of the Zerg Swarm, carrying out important and mundane tasks such as collecting key resources and spawning into key structures for the Zerg Swarm, all at the expense of their lives.

A Drone is single-minded in their tasks, they will continue to carry out it's given task until the Drone has completed said task, died, or given a new task. However, unlike other Zerg species, Drones are naturally docile, rarely a Drone would ever be used to fight against the Swarm's enemies, only in the direst of situations are Drones used to attack the enemy, though will most likely die in the attempt.

However, a Drone is still a creature of the Zerg Swarm. Their killing power should never be underestimated.

A single Drone is larger than a Terran Marine in full CMC Power Armor, it's large pincers can crush the hardest of minerals, it's acid spit is corrosive enough to burn through rock and hardened minerals alike.

Compared to these creatures, these centipedes, even a single Drone is sufficient enough to kill them with ease.

After making sure there are no more threats, Ceres resumed his trek through the tunnel as the Drones followed.

Once again Ceres silently pondered on the behavior of the dark creatures. The Centipedes seemed to be only interested in targeting him, during the ambush all the Centipedes attacked him and seemingly ignored his Drones until he ordered the first Drone to attack and kill the remaining centipedes.

Perhaps this is common across all these dark creatures. Their main directives from what Ceres gathered is to kill humans and all those who looked human. Does that mean any other lifeform that is not human is ignored by these Creatures unless provoked? Are there only humans and these creatures on this world and no other life form for the creatures to recognize?

Too many questions and variables and not enough answers. Ceres decided to focus on the task on hand for the time being.

For the rest of the trek, Ceres ran into three more ambushes, all were easily dealt with. With each ambush his previous theory on the creatures ignoring his Drones became more plausible, he even let the Drones lead at one point to test his theory and was still the sole target for the creatures.

Eventually, Ceres and his Drones exited the tunnel and into the cold frigid landscape of the lands outside the mines.

What Ceres saw brought a small smile to his face.

Ceres and his Drones are currently standing in a large clear valley, easily over a few miles of snow and ice. All around them is a barrier of tall mountain ranges, obscuring more of the outside world as Ceres turned his head fully around him. There were a few passages through the mountains but many of which are too narrow for any large force to make way through or hidden to be discovered.

Ceres still held his smile. _'Perfect.'_

Ceres then leads his Drones deeper into the snowy valley. It took a few minutes but eventually, Ceres is now standing at the general center point of the entire valley, his feet dug deep into the snow below him as his Drones waited patiently behind him.

Ceres, without turning, ordered his Drones to drop their Dust minerals in a single pile some meters away before returning to him. The Drones carried out the task to the letter, a sizable pile is now formed some meters away before the four Drones returned.

Ceres then ordered the first Drone, the same one who killed the Centipedes, to spawn into a Hatchery.

The Drone gruttled in reply before making its way past Ceres and towards the spot Ceres is staring at. Once in position, the Drone's body then started breaking down before suddenly morphing into a large bulbous bubble-like membrane. The membrane grew until it was just a few feet taller than Ceres and many meters wide. It pulsated with catalytic fluids used to fully grow into a Hatchery, the start of any Zerg Hive Cluster.

'_It would take approximately an hour for it to fully finish.' _Ceres thought as he turned to his remaining Drones._ 'In the meantime. I'll have the Drones collect more Dust minerals from the mine.' _

Ceres gave the order and soon the three Drones made their way back into the mine, a portion of Ceres's attention overseeing them. Ceres is not worried about the Drones, the creatures within the mines have proven to ignore his Drone unless provoked directly. If the creatures do attack, then Ceres can simply retreat his Drones and deal with the creatures himself.

Ceres reflected on his short but eventful time on this unknown world. So far, during the past six hours, Ceres has been attacked by these dark creatures without provocation or reason, a species with a collection of different sub-strains. He has little information concerning the creation of these creatures, but from his confrontations, he has garnered important information about these creatures as well as the discovery of humanity on this planet.

Ceres still believes that there are still humans somewhere on this world, this much is confirmed by the creatures he fought. Though they may or may not be the same humans as the Terrans or the UED, humanity shares one simple aspect.

Their fear and animosity against those that are not their own.

If the dark creatures on this world are of any indication to humanity's current situation, then humanity on this world will definitely become hostile towards Ceres and his Zerg, worse case humanity may seek to eradicate Ceres and his Zerg.

Ceres already decided to avoid humanity wherever they are until his Brood grows to a significant size. By then nothing on this world, neither humanity nor these dark creatures, will be able to destroy him or his Brood.

By then, he will find safe passage back to the Koprulu sector.

But until that day, Cere must come up with contingencies in case he encounters humanity by chance. But for now, he must wait.

Ceres slowly sat on the snow-covered ground. Legs crossed, arms on his lap and eyes staring intently at the still-growing Hatchery and what it will entail for him and for this world.

Ceres allowed himself a small, but satisfied smile. He is already one step closer to returning home.

* * *

**Location: Atlas**, **Atlas Academy**

The Atlas Academy is considered one of if not, the most prestigious academy in the training of Huntsmen and Huntresses in all of Remnant. Hundreds of students are accepted every year but only a few ever pass the academy's high standards of entry and initiation. Once officially enrolled, a prospect Huntsman or Huntress will have access to some of the best technologies and teachers that the kingdom can provide, nothing is spared when it comes to training the next generation of humanity's protectors against the ever-present Grimm threat.

However, unlike the other academies in the other kingdoms, Atlas Academy prides itself on being an integral part of the Atlas government, more specifically the Atlas Military.

Students are trained vigorously to uphold their duties as Huntsmen, and when their time in the academy comes to an end, they are given the option of joining the military as a high ranking Special Operatives, the elite of the elite.

This has been the norm for the academy since both the school as well as the military might of Atlas is led by one man, James Ironwood, General of the Atlas Military and Headmaster of Atlas Academy.

Said man is currently in his office at the very top of the academy's central tower, sitting behind his desk while overlooking a seemingly endless pile of field reports and documented files.

The General's attire and the office is of one expected of a man of his position. His personal uniform still clean and crisp to a fault, his office desk spartan and clean, and his demeanor shows of that as a busy man going about his work.

However, his expression, as well as his looks, tells a different story. His once clean-shaven face now has a five o'clock shadow as his hair is slightly unkempt but still presentable. His eyes stared steely at his holo-screen on his desk, filing through numerous reports and files. However, there were more wrinkles on his face and small noticeable bags underneath his eyes, showing signs of sleep deprivation.

James Ironwood, as many within Atlas would describe him, is a man of action. He is often soft-spoken, but his very words carry weight and authority benefitting of a general of the world's most powerful military. He is often heavy-handed with his approaches, using the overwhelming force of arms and show of might to tackle most problems.

Subtlety is not in his nature; many would say as he comes off as authoritative and intimidatingly strict. However, those who know the General personally, know that he will do anything to keep those around him safe and always have the best interest of the people in mind.

However, the past six months have been hard on the General. Six months since the Fall of Beacon.

James closed his eyes as he shut off his desk terminal before rubbing his tired eyes. Though six months have passed since the fall, every time he closes his eyes he remembers that horrible night as if it were yesterday. The screaming of innocent people. The Grimm pouring into Vale. The White Fang attacking Beacon.

And the worst, seeing his own ships destroyed, his own Atlesian Knights turning on his men, civilians and soldiers alike mercilessly gunning down. He could still hear their cries.

"General Ironwood. Is this a bad time sir?"

James's eyes immediately shot open as he soon met with the teal green eyes of one of his most trusted operatives.

Clover Ebi, squad leader of his Ace-Ops.

James sighed before shaking his head. "No Clover. Report." James ordered. Clover looked at him with hidden concern but instead stood at attention. "Sir. The relief efforts in Mistral is nearing completion. It will be another month or so before Specialist Schnee and her forces have completed their mission." Clover reported.

James nodded, since the Fall of Beacon the other three kingdoms were attacked by Grimm because of the negativity caused by the leaked broadcast of Vale during the attack. Since the attack of Vale and after the world saw his own Drones killing innocent civilians, the only kingdom that called for direct aid was Mistral, but even then, there was still animosity against Atlas.

Now the Atlas is enemy number one in the eyes of the other kingdoms, something James cannot stand happening. "What of Mantle?" James asked, thinking about the current situation of the city below. "The current situation is stable for now. A few Grimm broke into the city during the week, but my team and I handled the situation alongside Operative Penny." Clover reported.

James sighed. "That makes twenty this month. Grimm attacks are still increasing." James said. He wasn't deaf to the plight of the citizens of Mantle, the city itself is old and poverty-stricken, it's walls and defenses are barely holding as it is, and it's citizens are currently hating his very guts.

James did send an entire regiment of Atlas soldiers and Atlesian Knights to act as security, to keep the people of Mantle safe. But of course, ever since the Fall of Beacon people has lost faith in the Atlas Military as well as him as its acting general.

The rest of the kingdoms saw what has happened in Vale that night, how his Knights killed civilians, murdered innocents, and brought ruin to Beacon.

But they don't know what really happened, they just saw his Knights killing people they were supposed to protect, all because of _her._

James gritted his teeth at the thought. Now the peace James and Ozpin fought to protect is now hanging by a thread. The other kingdoms grew distrustful of Atlas after what happened in Vale and war is on the horizon, and Salem is sitting back and planning the fall of another kingdom all the while.

Unless James can do something about it.

James took a deep breath. "I believe its time we set our plan in motion." James said, earning a surprised look from Clover before it was quickly schooled into a serious expression. "Yes Sir! I will prepare my team." Clover said standing noticeably straighter.

James nodded. "Good. I will call a meeting with the other Councilmen as well as recall the entire fleet. If everything goes well then Atlas will be secured and ready for what I am planning to do." James said as he stood from his seat and made his way over to his office window behind him.

James's office overlooked nearly the entirety of the floating city as well as the snowy tundra beyond Mantle's walls. He knew the risks of his plans, but what choice does he have. Ozpin's passive defense failed horribly, leading to the invasion of Vale as well as the Fall of Beacon. Their enemies infiltrated right underneath their noses and caused so much destruction.

James silently vowed that what happened to Vale will never happen to Atlas for as long as he can draw breath. He will protect Altas and its people, and in order to do so, sacrifices must be made.

James turned to Clover. "What is the situation with Amity Colosseum?" James questioned. "The Colosseum is prepped and ready. The supplies for Dust are still needed, but because of the nature of the mission, we cannot afford to use the military surplus nor can we go directly to the Schnee Dust Company, for… obvious reason." Clover answered.

James nodded. "Yes. Jacque can't be trusted. That's why I have been searching for a potential source for Dust and found this." James said as he placed his personal scroll on his desk as steel shutters slide down to cover the windows, darkening the room. Soon a large holo-map appeared in the middle of the room as the floor opened and slowly extended upwards. The holo-map showed the continent of Solitas or at least the territory that Atlas currently owns, and marked with a red target is an SDC mine in the far north of the continent.

"Sir… is this mine-"

"Yes." James answered. "This is the very same mine that was abandoned years ago due to an accident that caused the mine to collapse. But if my sources are right then there is still all that untouched Dust, enough to figuratively lift our plans off the ground." James explained in a serious tone.

James looked towards his Operative, he can see the worry in Clover's eyes. "Speak Clover. What's on your mind?"

"Sir. Wouldn't this draw the attention of Jacque Schnee? It was his mine after all." Clover questioned; his tone laced with concern.

"Was his. Not anymore since he officially abandoned it all those years ago and made no effort to reclaim it since. However, we can't move in to take it just yet, I still need to secure our Kingdom's borders first and recall all available ships back to Atlas." James then went over to his desk and retrieved his scroll, shutting down the map as well as returning the light back into the room. "And for that to happen. I need to convince the Council to go through with the embargo."

Yes, James knew what the embargo will do to the kingdom and how the other kingdoms of Remnant will perceive Atlas. But if he wanted to protect his kingdom, then he must make sure none of Salem's agents can infiltrate the kingdom in the first place.

James is not naïve, the embargo will not stop Salem's agents, they have proven resourceful in ways that even Ozpin didn't expect. The embargo will make it difficult but also will help notify him of any potential intruders.

But in the spotlight, it will seem as if Atlas is closing its borders to the rest of the world in order to protect itself. Something that is understandable but no less suspicious after what has occurred six months ago.

"Clover. You and your team are to continue to protect Mantle of the Grimm threat. When the time comes, I will call upon the Ace Ops. Dismissed."

Clover gave a crisp salute before exiting his office, only when the doors slid shut did James allow himself to let out a silent sigh. He has a lot of work ahead of him.

James sat down behind his desk once more and activated his desk terminal. But before he could send a message for a council meeting, a new report just entered his notice, one with level four priority. Meaning his eyes only.

James immediately opened the report and found out it was coming from the northern Huntsmen outpost, one of the two official Huntsmen outpost located further north of Atlas.

James read the report, his steel-blue eyes roaming through the words. The report was sent through an emergency line, explaining how the outpost guards saw a bright flash of light approximately a hundred kilometers away from the base. The light only lasted mere seconds, but the officer in command wasn't taking any chances and reported it to the Specialist in charge of the base. Specialist Havel Frost.

Now Specialist Frost is seeking James's permission to send a team of Specialists to scout and discover what caused the bright light.

James' expression was set in stone. _'A flash of light all the way up north? This is not a northern aurora? Plus the outpost is more then a couple of hundred clicks from the abandoned mines._' Without a second thought, James quickly typed a reply, granting permission to scout out the area and to report directly to him with any findings.

With the message sent, James took a moment to ponder on the report before shaking his head.

'_If fortune favors me then it may probably be nothing. Besides, I have far more important things to worry about.' _James thought as he started to message the other Councilmen of Atlas.

**AN:**

**And that was chapter 1. Now to answer some questions you reader may have. **

**Where is Ceres?**

He's in Atlas, or more specifically the continent of Solitas.

**Why did you put Ceres near Atlas?**

I'm sure you can already guess. But I found it far more interesting putting the Ceres and by extension the Zerg nearby one of the most powerful kingdoms. I have a lot of things planned.

**Grimm can think?**

It makes sort of sense in a way. The Grimm in the show has proven themselves to have some form of thought or patterns of behavior, especially the more evolved forms of Grimm. Plus what Ceres translated was their thoughts and emotions.

**What was the mine Ceres ended up in?**

The mines is the exact same mine from the show in season 7.

**Why did you put Ceres in that mine?**

You readers know why. Plus it is a suitable spot and point of interest for Ceres, concerning that he needed a place to grow his brood, as well as the abandoned mines itself, is far too valuable for Ceres to simply waste.

**Where does the story takes place in RWBY canon?**

The story takes place 6 months after the Fall of Beacon, so a month before the start of Season 4. The reason why I picked this time and not at the beginning was more for what I have in mind for the plot of this story and to build Ceres's brood.

**Will your story follow RWBY canon to the letter like your last story?**

In some scenarios (i.e. Team RWBY reuniting, Team RWBY and JNR coming to Atlas, Ironwood doing the embargo, etc.) will stay the same. The main portion of this story will focus on Ceres and it will diverge from the canon as Ceres grows his Brood to the point where he can face any opposition. Plus the Zerg will definitely have an impact on the world of Remnant, it is inevitable concerning the power players of the world.

**When Ceres ate the dust, why didn't he shoot lightning or fire? Why wasn't he in constant pain or exploding?**

The reason why Ceres didn't shoot dust is simply that Ceres has little knowledge of what the dust he used is capable of. He thinks its minerals with potent energy and plans to use it to fuel his Brood.

Remember, he has absolutely no idea where he is and what Remnant contains, right now as of this point he's collecting as much knowledge as he can from his own findings and from what he discovers himself.

As for why the dust did not just outright kill him, he's a Zerg, they are extremely robust and can adapt to any harmful conditions in what seems to be in a blink of an eye. Ceres especially.

**Dust as Zerg sole resource? Don't they need minerals or vespene gas?**

In the world of Remnant, there are no minerals or vespene. But in the Starcraft 2 lore, it explains how the Zerg use minerals to help harden carapace and claws while vespene is used as a sort of energy source to fuel and nourish the calories needed to feed his Zerg.

In RWBY Lore, Dust is the main source of energy, containing powerful elemental energies that are used to either as weapons or standard fuel source. Why can't this same energy be used to fuel Ceres's Zerg? I believe the Zerg can make any Zerg unit without the usual resources, Minerals and vespene gas are just catalysts to make them quicker.

With Dust, this solves the problem for calories that the Zerg desperately needs, because some of the Zerg units no doubt NEED a large source of calories to just fuel and create their bodies.

As for minerals, I believe the Zerg can still produce the same weapons and armor without it, just at a slightly slower rate.

**Will Ceres join team good guys or team bad guys? Or will he lone wolf it?**

I think this is obvious, but my biggest sin last story was making Ceres readily join Ozpin's good guy crew. Right now Ceres is his own neutral faction. A VERY dangerous neutral faction with the potential to wipe out all of Remnant and throw a wrench in the power hierarchy in the world of Remnant.

But for now, no one knows that Ceres or his Zerg are on Remnant. For now, that is.

**Will Ceres and his Zerg wipe out all of Remnant?**

I think I explained this to death in my last story, but no. He explains how he doesn't want that to happen as his main priority and drive at the moment is to return to the Swarm. But that doesn't mean he will back down if threatened or provoked.

**Will Violet be back?**

Yes, and like Ceres, she will be more realistic in character and things will obviously change concerning how Ceres will meet her. But I will not spoil how Ceres will eventually meet her. Stay tuned to find out.

**Thank you for reading, the next chapter will come out soon. Leave a comment, review, suggestion down below. The next chapter will come out soon.**


	3. Chapter 2: Discovery

Disclaimer: I don't own RWBY or the StarCraft franchise, both are owned by their own respective owners, Rooster Teeth and Blizzard.

"Normal talk"

'_Thoughts_'

"**Telepathic communication/shouting"**

**Chapter 2: Discovery**

**Location: Abandoned Mine, Ceres Brood**

Snow flurried down from the grey skies above, showering the cold lands and towering mountains in a thick blizzard of light snow.

Ceres stood in the midst of this light snowstorm, observing the continuous stream of Drones entering and exiting the mines, one line on their way to harvest more Dust minerals while the other returning with said minerals towards his Lair.

Ceres watched the assembly line with silent satisfaction. The minerals within the mine have proven to be of great value and a more than perfect replacement for Vespene gas in terms of fueling Ceres's growing Brood with the caloric energy it needs.

He then turned his attention towards his Hive Cluster, or at least the beginnings of one. There is a Spawning Pool, an Evolutionary Chamber, a Roach Warren, a Hydralisk Den, a Baneling Nest, Spore/Spine Crawlers placed strategically around the cluster, and finally, the Lair itself sitting in the middle of it all.

Ceres's inspected his Lair, the massive Zerg Structure towering over him even from a distance. Fortunately, the surrounding mountains are approximately larger than a fully grown Hive, thus the Lair, as well as the rest of the Hive Cluster, is safely concealed from the outside world.

Ceres noted that today marks the third day since his sudden arrival to this unknown world, and in the past two days he made much progress.

On the first day, he found the abandoned mines and its precious minerals.

On the second day, he established the foundations for his Hive Cluster and started securing the mines as well as the surrounding area, putting all the safety measures in case of an unknown danger.

And just this morning, Ceres saw the world in all its entirety for the very first time.

Ceres tilted his head upwards as an Overlord, one of many, floated almost aimlessly near the mountain the Dust mine currently housed in it. Like the other Overlords spawned in the passing days, this one is floating just low enough beneath the mountain peaks to not give away the Hive Cluster's location, Ceres's orders.

After fully establishing the foundations of the Hive Cluster on the night of the second day, Ceres sent a group of Overlords high into this world's atmosphere and into space, sending a total of six Overlords. It took some time with their relatively slow speed but come the dawn of this past morning the Overlords were finally in position. Ceres, seeing through the eyes of his Overlords, laid his sight on the very lands of this world.

What Ceres saw just mere hours ago were five distinct landmasses on this planet. A frozen continent to the north where Ceres is currently located, a moderate-sized continent to the east, a larger continent to the northwest, a small continent to the southeast, and by far the largest continent in the middle stretching around towards the west just below the first and third continent.

Through the Overlord's eyes, Ceres then saw this planet's very moon, or what remains of it at least. A significant portion of the moon was clearly destroyed, the remaining pieces of the lunar satellite seem to be drifting aimlessly away from the main body.

Whatever caused the moon to be in such a state piqued Ceres's curiosity for a short while before he thought better of it and moved onto more important tasks.

Ceres also noticed that there were no man-made satellites or even space debris of human origin. To Ceres, this shows that the humans of this world did not advance far enough for simple space exploration, much less leaving their planet for another.

Despite humanity's lack of presence in space, Ceres believes that there are still humans somewhere on this planet. However, this doesn't mean he will actively seek out humanity, the ramifications of being discovered by humans will only lead to unnecessary interference, something that Ceres cannot afford with his Brood still in it's infancy.

However, humans would provide an archive of information that he desperately needs to have a better understanding of this world and its denizens. Especially the Dark creatures.

Until his Brood grows to full strength to face any potential opposition from humanity with ease, Ceres will keep hidden as long as he possibly can and find other opportunities to gather information.

Speaking of his Brood, on the second day before he sent the Overlords to orbit, Ceres spawned the first of his Zerg warrior sub-strains.

The Zergling. Scouts and the very backbone of any Zerg forces. Whether a Brood is attacking or defending, Zerglings are always present and are often seen in small scouting packs or in overwhelming numbers. Though seemingly weak individually, their power comes in their numbers, speed and ferocity, many times the enemies of the Swarm fell to the endless tide of fanged teeth and sharp claws of the Zerglings.

During the second day, Ceres spawned a small army of 400 Zerglings and sent them pouring into and around the mines to clear out any of the Dark creatures that dwelled. Within the first hour, his Zerglings hunted down any creatures they could find, hunting Centipedes within the mines and slaughtering the Bi-pedal Wolves that strayed near the main entrance into the mine.

Though the wolves were easily dealt with, the Centipedes, however, proven themselves to be a challenge to his Zerglings. Killing them was a simple matter for his Zerglings but finding them and flushing them out from within the mountain itself proven to be a difficult challenge later on. During the first hour of the hunt, the Centipedes would ambush and attack his Zerglings swarming through the tunnels, saving Ceres's forces the time of hunting them down themselves.

However, the Centipedes adapted. After the second hour of that same day, Ceres's Zerglings soon faced difficulty hunting down the rest of the Centipede creatures. The Centipedes became far more elusive as the ambushes became less frequent and more focused; many times Ceres would receive mental alerts of a group of his Zerglings being attacked in an isolated part of the mine.

There was a strategy behind their new behavior and movements. Which only meant one thing.

An Alpha variant, a simple term he uses to call the more evolved Dark creatures, is directing the Centipedes. This suspicion proven more and more likely as the hours of the second day passed, the Centipedes became much more difficult to find as his forces searched through the tunnels constantly, even burrowing through the mountain walls itself with little success.

This game of cat and mouse continued to the present time today, with the Centipedes becoming more bolder and more focused in their attacks as Ceres's forces continued to hunt down for both the Centipedes as well as the Alpha.

Ceres frowned at the thought, just this morning a small group of Centipedes attacked his Drones while they were harvesting, wounding three Drones in the attempt before a contingent of Zerg killed the ambushing creatures.

After what occurred this morning, Ceres decided to once and for all bring an end to these Centipede creatures. To find the Alpha and cut off the very head leading these creatures.

Ceres first increased security around his Drones and morphed six spare Overlords into Overseers before sending them towards the mountain.

Overseers are the Swarm's biological detectors, their powerful optical senses and hypersensitive retinas can detect the most elusive of Dark Templars, the stealth technology of Terran Ghosts, or in this case dark creatures hiding and burrow deep within the mountain itself.

Ceres drew his attention towards the Overseers circling around the large mountain. Ceres can sense through the Hive mind the Overseers finding and pinpointing each group of Centipedes they find to the rest of his forces within the mountain. With the Overseers a total of 60 of the elusive creatures were hunted down and slaughtered by Ceres's forces within the first hour.

The Overseers weren't the only Zerg Ceres spawned to assist with the hunt. With the completion of his Lair and the Roach Warren as well as the Hydralisk Den, Ceres spawned two of some of the deadliest units of the Zerg Swarm.

The first is the Roach, it's armored carapace and ability to rapidly regenerate any wounds makes it near impossible to kill by small arms fire. The Roach's saliva is highly acidic, used as a dangerous projectile weapon that can melt through the toughest armor and turn most living organisms into a pool of melted flesh in a matter of seconds.

The second is the Hydralisk, the amalgamation of everything that makes the Zerg deadly. Four meters of dense muscle fibers and armored carapace, deadly scything claws able to cleave through flesh and bone with ease, and deadly barbed spines that can pierce through the toughest armor and fired at sub-sonic speeds.

After first spawning 50 of each variant, Ceres sent the Zerg into the mines to join the hunt. With the assistance of the Overseers, the hunt for the remaining Centipedes became a full-on slaughter.

Ceres passively watched through the eyes of a Roach as it burrowed deep through the mountain rock, chasing down a fleeing Centipede. The Roach's vision was filled with nothing but crumbling rocks as it tunneled after the Centipede, but an Overseer from outside the mountain continued to show the Roach as well as many of Ceres's forces a distinct orange outline of the Centipede through the shared Hive mind. The Roach continued to chase the Centipede until another Roach intercepted the Centipede, catching the creature in its acid-filled maw before dissolving it's body into evaporating black mist.

Ceres then switched his attention to another Zerg, a Hydralisk quickly burrowing into a side of a tunnel wall before tearing out a flailing Centipede in it's fang-filled maw. As the creature continued to flail about, the Hydralisk then bit down, it's powerful jaws and razor-sharp fangs easily broke through the Centipede's carapace and tore the creature into two. The Hydralisk roared over the Centipede's evaporating remains before resuming its hunt.

Ceres once more switched his attention to a pack of twenty Zerglings in another part of the mine who are currently in a small but frantic melee with a group of ten Centipedes. Through the eyes of one of the Zerglings, Ceres watched as the Zergling let out an ear-piercing roar before stabbing both of its dagger-like limbs into the head of the Centipede underneath it, killing the creature into dark mist.

As the Centipede evaporated, Ceres then sensed danger coming from above the Zergling, bringing the Zergling's attention to the impending danger. As expected, a Centipede burst out from above, it's segmented body rapidly rotating in different directions as it dove straight for the Zergling under Ceres's attention.

The Zergling quickly dodged to the side as the Centipede crashed headfirst into the spot the Zergling last occupied. The Centipede burrowed halfway into the ground before the Zergling under Ceres's supervision rushed forward and bit down onto the tail end of the still spinning creature. The Zergling then started to pull and wrestle the burrowing Centipede out of the ground, clearly struggling as the dark creature continued to resist against the Zergling's pull.

Ceres then ordered three nearby Zerglings to assist, soon all four Zerglings tore the still spinning Centipede out of the ground before immediately descending upon the creature and proceeded to tear into the creature.

Ceres then turned his attention to the rest of the ongoing skirmish. Four of his Zerglings laid dead on the tunnel floor, their throats and bellies ripped open as blood continued to pool underneath each of the bodies. The battle soon came to an end as the last Centipede was swiftly torn apart into black mist.

With the small skirmish finished and sensing many more just like it all around the mines, Ceres then withdrew his sight from the mines and back to his original body. He then stared stoically at the towering mountain before him, the falling snow noticeably becoming heavier.

Despite the recent success of hunting down these Centipedes, their numbers had not dwindled as fast as Ceres initially predicted. The dark creatures were going into hiding as his forces continue to root out and kill any of the Centipede creatures they could find. The movement patterns of the dark creatures are particularly interesting. They are spreading themselves apart to the far corners of the mine where his forces have the least amount of presence. Groups of Centipedes are becoming bolder, ambushing his scouting packs and even suicidality attacking his Drones from time to time with no distinct pattern or motives.

Another aspect of these dark creatures that caught Ceres's interest is that these creatures can sense his forces through untold meters of rock and stone despite their clear lack of eyes and other noticeable sensory organs. These creatures can transverse through the mountain and set up ambushes and attacks with what appears to be little difficulty. Ceres suspects the Centipedes having some form of an evolved seismic sensory organ or a glandular system capable of pulse detection. Unfortunately, Ceres would be unable to find out due to these creature's nature to disintegrate almost instantly upon death, leaving nothing for him to experiment with.

Ceres frowned. The issue of obtaining these creature's essences was not lost on Ceres. Since their bodies disintegrate upon death, it would be near impossible for his Zerg to obtain any sort of useful essence from these creatures.

But there is more than one way of gaining new evolutionary traits for his Brood that doesn't solely rely on consuming these dark creatures. Ceres will have to find alternatives after he finishes establishing and fully securing his Hive Cluster from these dark creatures.

Back to the matter on hand, these creatures are clearly trying to distract and divide his forces, trying to spread his Zerg thin across the mine and mountain. Of course, Ceres rectified this by spawning more Zerg and sending them into the mines, but no matter how many he sent the Centipedes remain an unignorable nuisance. If this continues, Ceres will spend more valuable resources in this tedious endeavor then necessary.

He needed to end this problem once and for all.

'_Where are these Centipedes coming from? Their attacks aren't dwindling and It's clear they are being steadily reinforced. Is as if-' _Ceres paused as he came to a sudden realization, one that seemed more then plausible.

What if these creatures have their own nest somewhere within the mountain?

Immediately Ceres commanded all six Overseers to search the mountain from the very peak to beneath the very ground underneath the mountain. Even Ceres himself assisted with the search, taking personal control of one of the Overseers and boosting it's senses further with his own psionics.

Eventually, after nearly an hour of constant searching, Ceres has found it. Through the eyes of the Overseer Ceres can see a massive isolated chamber high into the mountain, nearly four miles above the mine. The chamber is nearly a mile long and half the length high, all supported by large pillars of stalagmites that connects the chamber ceiling to the ground.

However, the size of the chamber wasn't what Ceres was focusing on but what is currently occupying the chamber. Centipedes in the hundreds filled the chamber, the majority crawling all over the chamber ground, walls, ceiling or burrowing around and away from the chamber towards the very mine below.

But what caught Ceres's attention is what lay within the chamber amongst this nest of Centipedes. From what Ceres could discern through the Overseer's eyes, it was a large Centipede, it's glowing outline shows a size and length considerably larger than any of the other Centipede within the chamber, nearly reaching half the height of an Ultralisk in terms of length alone.

There is no doubt in Ceres's mind that this large creature is the Alpha variant of the Centipedes. Plus judging from it's size the Alpha has evolved and grew considerably compared to it's smaller kin. Unfortunately, Ceres could not discern the exact features of the giant Centipede. Even with the highly evolved senses of the Overseer, Ceres can only see psionic outlines of the Centipedes at such depth and in such numbers, it's like looking at a shifting mass of illuminated light. However, he can still discern the number, size and location of his targets.

For the Zerg, that's all he needs.

Ceres gave the telepathic command. Soon his forces, those not guarding his Drones, started burrowing their way into the nearest surface of rock all throughout the mines and made their ascent towards the nest. Ceres watched through the eyes of his Overseer as hundreds of his Zerg converged towards the nest of Centipedes, the dark creatures in question are unaware of the fate that will soon befall on them.

As the first of his Zerg neared the nest, Ceres saw rapid activity within the nest. The large swarm of Centipedes became more agitated, the Alpha visibly raising it's head from amongst the shifting mass.

It sensed his Zerg was coming, but it was already too late.

**Boof! **"SKRREEEEEEEEEEEIIIIIIIII!"

Letting loose a shrill war cry, the first Zergling to arrive was soon joined by many more of Ceres's vanguards as they immediately threw themselves at the surrounding dark creatures. The Centipedes were momentarily caught off guard, dozens already killed and disintegrating into black smoke while others still tangled viciously with the Zerglings. Eventually, the dark creatures retaliated in kind, letting loose their own chittering cries as the chamber air was soon filled with the sounds of battle. Sharp mandible and bladed legs of the dark creatures soon clashed against dagger-like claws and fanged teeth of Ceres's Zerg.

'_**INTRUDERS! KILL!' **_The Alpha, it's very thoughts made known to Ceres, let loose an ear-piercing shriek, throwing it's smaller kin into a primal frenzy.

With his Zerg providing a clearer vision within the nest itself as well as the actual sound of the battle, Ceres saw the total numbers of the enemy before him. Hundreds of these Centipedes are currently fighting his Zerg all along the massive chamber. The vanguard of his forces was almost immediately overwhelmed and wiped out, but as more of his forces emerged from below and joined the fray, the tide of battle eventually even out.

Ceres's Zerg and the dark creatures within are currently tearing into each other in a chaotic battle for dominance over the nest. Zerglings tackling and viciously wrestled with the Centipedes in a tangled frenzy of fanged teeth and chitinous claws. Hydralisks arriving into the nest started firing volleys of armor-piercing spines indiscriminately into the surrounding swarm or engaging directly in melee, tearing into the Centipede's numbers.

Ceres held back his Roaches and instead diverted them to surround the large chamber to form a subterranean blockade, preventing any of the Centipedes within their nest from escaping or any Centipedes from other parts of the mountains from reinforcing the nest. His Roaches held the blockade and with the support of his Overseers, no Centipede entered or exited the nest.

Eventually, the chaos of battle started to even out in Ceres's favor as the main portion of his forces started reinforcing the ones currently fighting within the nest. The body count was already stacking high for both sides as corpses of eviscerated Zerg littered the ground while the air was constantly thick with black smoke from disintegrating Centipedes.

The Centipedes within their nest did not run nor did they try to flee when finally faced against his Zerg. The Alpha towered over the swarm of Centipedes from the farthest end of the nest on the opposite side of his forces. It splayed out it's bladed legs and man-sized mandibles wide before letting loose another shrill cry that drowned out everything else. The mass swarm of Centipedes surrounding it suddenly surged forward, crawling all along the walls as well as the very ceiling and crashed into his Zerg in a rolling tide of sharp mandibles and bladed legs.

The battle was suddenly renewed as Ceres's forces buckled against the mass charge of the Centipedes as the dark creatures tore into his Zerg in a frenzied storm of mandibles, teeth, claws, blood and black smoke.

However, Ceres remained calm as his forces held against this renewed assault. He then started focusing his efforts on the renewed chaos by gathering and directing his forces while exploiting openings and exposed flanks. Small packs of Zerglings gathered and started attacking with other formed packs, Hydralisks that arrived into the nest were protected by small pockets of Zerglings, and the steady stream of reinforcements was diverted and concentrated in three different areas. This all came into fruition as he created a large enough space on the other end of the nest for his reinforcements to safely arrive in, a secured foothold. Soon enough a battle line was finally drawn with his forces surrounded nearly on all sides as reinforcing Zerg continued to emerge from the secured foothold and charged into the fray of battle.

Part of Ceres's attention observed the newly formed battle line if one could call it one. Zerglings continued to throw themselves against the Centipedes in a frantic melee of mandibles and chitinous claws while the dark creatures would reply with the same vicious vigor in return. Both sides were dying in droves as the bloodied bodies of eviscerated Zerglings littered the cavern floor and the air is constantly filled with a fog of black smoke from the dark creatures.

Zerglings reinforcements emerging from the foothold would immediately rush to the front and threw themselves into the battle, viciously tangling with the dark creatures and quickly replacing the numbers lost. Those that continued to burst from beneath the Centipede ranks fought and killed as many as they could before perishing, further ensuing chaos amongst the mass of Centipedes and giving ground to his forces.

As the Zerglings held off the surrounding swarm of Centipedes, Ceres ordered the surviving Hydralisks as well as diverting the remaining Hydralisk reinforcements towards the secured foothold behind the front lines. With forty Hydralisks in total and thirty more on the way, Ceres formed them into a wide firing line a good distance behind the Zerglings. Then with a single, mental command all forty Hydralisk's dipped their heads and fired a virtual storm of spines into the Centipede ranks. The armor-piercing projectiles tearing through ranks of the shrieking creatures as dozens upon dozens of bodies evaporated within the first second of the barrage. The torrent of spines continued as the ground was quickly taken by his forces as eventually, a good third of the nest belonged to the Zerg as the Centipedes continued to die in droves.

"SHHEEEEEIIIIIAAAA!" The Alpha let loose another piercing shriek as dozens of Centipedes nearest towards the walls and high above on the ceiling started to spin and burrow into the chamber walls and free-falling down respectively.

Ceres's Roaches blockading the nest immediately intercepted the Centipedes burrowing through the mountain rock. Catching and killing all the Centipedes trying to flank his force.

However, the creatures that were free falling from high above were met with a barrage of spines as half the Hydralisks focused their attention on these falling Centipedes. Despite dozens perishing to the barrage of spines, a few dozen managed to land all around the Hydralisks or directly on top of them and immediately engaging in close combat.

Ceres watched as a Hydralisk caught one of the Centipedes in it's powerful jaws before tearing it forcefully in two. It then used it's deadly scything claws to cleave three other Centipedes into black mist before firing a burst of spines into a fourth.

Another Hydralisk is being torn into by three of the dark creatures, their sharp mandibles cutting into the thick muscle of the Hydralisk as their segmented bodies tangled and restrained the larger Zerg. Suddenly two reinforcing Hydralisks burst from the ground and immediately tore off two of the Centipedes from the Zerg before the third is then caught and torn in two by the Hydralisk itself.

Another Hydralisk slashed and swung its scything claws in an adrenaline-fueled frenzy, catching and eviscerating four of the attacking Centipedes. However, an unseen Centipede managed to crawl up the Hydralisk's back before diving it's mandibles down into the Hydralisk's left arm, bright green venom seeping into the seized appendage. The Hydralisk roared in both pain and fury as it forcefully swung it's left arm downwards and smashed the offending Centipede onto the ground before skewering the Centipede with a swift stab of it's right claw.

With the last of the flanking Centipedes killed, Ceres's Hydralisks, now 70 in full strength, resumed their barrage of spines upon the dark creatures. With the Hydralisk's resuming their supporting fire, Ceres's forces started to rapidly push back the dark creatures. Taking even more ground as the constant stream of reinforcing Zerglings and the variable torrent of spines from the Hydralisks tore into the creatures ranks and limited numbers.

Soon Ceres is winning the battle of attrition as more than half of the chamber belonged to the Zerg and the hundreds of Centipedes that filled this nest are now cut down to less than a third in their original number.

However, the remaining Centipedes are still putting up a fierce resistance despite their dwindling numbers as the Alpha let loose another piercing cry. Ceres attributed the Centipede's continued resistance to the Alpha itself, the very creature holding the rest of it's smaller kin together.

For Ceres, he can see the obvious way to quickly bring an end to this battle. The Alpha dies then the rest of these creatures will fall to his Zerg and the mountain and mine will be finally secured and uncontested.

With the Alpha backed into a proverbial corner, Ceres ordered the Hydralisks to focus their attack on the Alpha. Soon a torrent of spines started pelting the massive Centipede, riddling it's large body with an untold number of spines.

"SHHEIIIIIAAAA-A-A-A-A!" The Alpha Centipede cried out in pain, it's large body bearing the torrent of spines with surprising tenacity as it rose it's long body higher into the air. Suddenly each segment of the Alpha's body suddenly started rotating rapidly, deflecting the torrent of spines pelting it's body. The unrelenting barrage of spines continues to ricochet off the spinning body of the Alpha, but many still finding its mark.

"SHHEIIIIIAAAA!" The Alpha cried out as it ached it's still rotating body backward.

Ceres, foreseeing what the Alpha is going to do, immediately ordered his Hydralisks to break the firing line and spread themselves apart. With a shrill cry the Alpha dove and crashed through the battleline and into the Zergling's ranks, crushing dozens of Zerglings and Centipedes on the initial impact alone and decimating many more with it's still rotating body.

With it's body still spinning, the Alpha started weaving through Ceres's forces. Blood, gore and torn corpses flew and showered across the chamber as the Alpha continued to wreak havoc through his forces. Ceres's Zerglings tried to halt the large Alpha and bog it down, but it's considerable bulk in conjunction to it's rotating body made it near impossible for his Zerglings to tie the creature down.

A few Hydralisks were soon amongst the eviscerated as the Alpha started targeting and chasing down the nearest group of Hydralisks in a blender of gore and blood. Fortunately, Ceres had the foresight to spread out his Hydralisks beforehand, minimizing the casualties amongst his elite units.

However, the destruction the Alpha wrought on his forces left a large bloody gap through his forces and his Zerg scattered and in disarray, one which the last remnants of the Centipedes used by surging through and engaging his disorganized Zerg. Once more the battle returned to a chaotic melee but with the Alpha now amongst the frenzy. It's piercing cries can still be heard above the chaotic battle as it's personal retinue of Centipede are throwing themselves at any of Ceres's Zerg that attacked the Alpha directly.

Ceres did not panic. Despite the losses, his forces still held the number's advantage and most of his Hydralisks are still active. The Alpha was nothing but a creature backed to a corner and is attacking everything indiscriminately on instinct.

The Alpha is desperate, lashing out and killing anything it can reach. It's time to end this creature.

With the dark creatures wreaking havoc among his forces, Ceres commanded his Hydralisks to concentrate their fire and strafe the Alpha, keeping each Hydralisk on the move around the chamber. The Alpha, in turn, charged towards the nearest Hydralisk, smashing through a stalagmite pillar in the process.

Ceres watched as the Alpha bodily smashed into the Hydralisk and scattered it's decimated remains with it's still rotating body. The Alpha is clearly targeting the Hydralisks over all else, this Ceres can use to his advantage as he already formulated a strategy to end the creature once and for all.

Ceres, taking personal control of all his remaining Hydralisks, started moving them away from the Alpha while temporarily halting their attacks. Simultaneously he gathered four Hydralisks in a single spot on the other side of the chamber across from the Alpha.

Ceres then ordered the four Hydralisks to fire at the Alpha, to draw it's attention.

Ceres's strategy worked as intended, the Alpha suddenly swerved towards the four Hydralisks, cutting another bloody swath through both his forces as well as what remained of it's smaller kin.

With the Alpha nearly upon them, Ceres quickly ordered the four Hydralisks to burrow deep into the ground below. However, as the last Hydralisk vanished the Alpha dove headfirst into the spot where his Hydralisks occupied just seconds ago. The Alpha dug deeper into the ground before tearing out one of the Hydralisks from the ground in it's large mandibles.

The Hydralisk roared in primal fury, caught and restrained in the Alpha's large mandibles. After a few seconds, the Hydralisk roared out in pain as the Alpha fully clenched it's mandibles, bisecting the Hydralisk at the waist.

Both pieces of the Hydralisk fell and crashed onto the ground, however, a testament to Zerg tenacity the Hydralisk still lives. The bisected Hydralisk lifted it's head and fired a single burst of spines directly up towards the Alpha's head.

Whether it was the Hydralisk's intention or luck, the spines managed to hit and tore through the vulnerable joint of the Alpha's left mandible, tearing the appendage off completely.

"SHHEEEEEIIIIIAAAA!" The Alpha cried out in a pain-filled wail, flailing it's head from side to side as the stump of it's now dismembered mandible smoked and bled a bright green fluid. It soon halted it's flailing before looking down at the bisected Hydralisk, it's maw salivating with green venom.

Ceres ordered his forces to retreat a safe distance away from the Alpha. The Alpha, in turn, noticed his forces retreating and let loose a furious shriek at the surrounding Zerg, no doubt for intimidation and challenging any to attack it directly.

Ceres then gave the mental command, springing the trap.

**Booofff! "PiiiGGIIIIIIIIIIAAAAA!"**

On Ceres's command, thirty Roaches popped their heads out from the nest's ceiling directly above the Alpha, all thirty Roaches looking down directly at the dark creature. As the Alpha whipped it's head up towards the ceiling above it, the Roaches all simultaneously opened their webbed jaws and spat a near downpour of acid directly on top of the Alpha.

**PSSSSSSSSSSSSSSSSSH! **"SHHEEEEIIIIIIAAAAAAAAA-A-A-A-A-A-A-A-A-A!"

The Alpha shrieked out a pain-filled cry as the shower of highly corrosive acid washed over the creature's form, the acid already dissolving and eating it's way through it's armored carapace and into it's black flesh. The Alpha started to flail about, thrashing it's entire body in the throes of pain. Eventually, parts of the Alpha started to corrode and fly off the creature as it continued to thrash about underneath the downpour of acid. It's remaining mandible as well as the majority of it's legs either corroded off and melted on the ground or was launched across the chamber.

The Alpha was also having it's death throes in a growing pool of accumulated Roach acid, further bathing itself in acid as well as splashing acid to other parts of the chamber. Many of his Zerg were within the splash zone, giving out their own pained filled roars that were drowned out by the Alpha's own cries.

As Ceres retreated his Zerg further back to avoid the splash zone of the acid, the Alpha continued to twist and flail in abject pain underneath the continued downpour of acid. A testament to it's own tenacity that it has survived this long underneath a literal shower of Zerg acid.

Eventually, the Alpha tried desperately to escape, to move away from the Roach acid shower. However, it's legs are now gone, either corroding off and breaking when used or completely melting into the pool of acid-forming underneath it along with it's lower half.

As the last of its white carapace corroded away to reveal its acid ruined innards and horribly disfigured head, the Alpha threw it's upper half away from the acid shower in a last desperate attempt of escape. However, with the sound of tearing flesh, it's corroded body was then systematically torn in two as the upper half flew a few feet into the air while the lower half was left behind, already evaporating/melting away.

The remains of the Alpha soon crashed onto the ground, it's head as well as the upper portions of it's segmented body was terribly disfigured, acid burns and corrosion marred it's entire body, bubbling liquids of liquefied black flesh slopped off it's body and pooled onto the ground, and head disfigured to the point of being nearly unrecognizable.

'_**Pain… pain… pain…' **_Yet to Ceres's small surprise the Alpha still lives. Barely hanging onto life from what Ceres could sense from it's dying body.

The Roaches halted their attack and burrowed back into the ceiling on Ceres's command. Ceres then ordered his remaining Zerg within the chamber to surround the now crippled Alpha, it's corroded black flesh and dissolved innards still bubbling from leftover acid.

Ceres, taking personal control of a Hydralisk, approached the Alpha from the front. As Ceres came face to face with the large, disfigured head of the Alpha he then looked down at this dying creature but not out of contempt nor pity.

Ceres knew from the very beginning he would win. It is, after all, an inevitable outcome for the Zerg lead personally by him. This is how it has always been with Ceres, by assessing the situation, employing the best strategy, he will tear down the enemy of the Swarm and drive them into destruction.

For Ceres, claiming victory for the Zerg comes all comes down to utilizing the most powerful weapon he has. Vision.

With vision, Ceres can utilize the full potential of the Zerg under his direct command. With vision, Ceres brought ruin to armies many times more powerful than his own and brought victory for the Zerg Swarm. With vision, Ceres made the Zerg a force to be reckoned with and feared throughout the universe.

With vision, he taught the most powerful being in the universe that has led her down the path to godhood.

This… creature. This so-called Alpha doesn't even possess the intelligence necessary to grasp even the basic concept of vision; thus why it is now laid down low and at his very mercy.

So with those last thoughts, Ceres gave the mental order to execute the Alpha before drawing his vision away from the chamber, the last thing he heard was his Zerg descending upon the Alpha's remains.

Ceres's vision returned to his own body, still facing the snowy mountain. He then noticed snow had accumulated on his head as well as his shoulders, both rectified by a firm shake of his body.

After brushing off the last bit of accumulated snow from his shoulders, Ceres then took one last look through the eyes of his Overseers. As expected, with the death of their Alpha the remaining Centipedes were in visible disarray. His forces are already hunting down the last of the Centipedes, finally securing the entirety of this mountain for his Brood.

Ceres gave a satisfied hum. _'With the mountain secured as well as the mine. The Brood can now grow unimpeded.' _Ceres thought before turning from the mountains and slowly made his way towards his Lair.

Today marks the third day in this world. Despite what occurred today, there is still much to do if he is to return to the Koprulu Sector. Any more distractions from the dark creatures will not be-

Ceres's suddenly stopped in his tracks. He just received an alert from one of his Overseers, multiple life signs are rapidly approaching the mining compound in front of the mountain.

Ceres immediately looked through the eyes of the same Overseer that alerted him. Through the cover of the now light but thick blizzard of snow, Ceres could see multiple figures rapidly approaching in the far distance.

What Ceres saw brought a small, almost eager smile to his face. _'It looks like I will be receiving guests. I must prepare. Afterall…' _Ceres's eyes glowed as his Drones started exiting the mine while his Lair spawned more Larvae, most which morphed immediately into eggs on Ceres's command.

_'This is the opportunity I was waiting for.'_

* * *

**Location: Solitas, 300 km from Huntsman Outpost 2**

"**Arrived at destination." **

"Stay on standby until we return."

"**Affirmative. Standby mode protocols activated." **The Drone driver announced for the occupants of the truck to hear.

Jack adjusted his Kevlar vest before grabbed his weapon and looking to the others occupying the back of the Atlesian Cargo Transport Truck. "NIKL Squad! You heard the tin can! Check your gear and let's move out!" Jack ordered as he opened the passenger door and hopped off the truck. As his boots crunched into the snow-covered ground, Jack then immediately surveyed the area with his weapon in hand for any hostiles. When he saw no immediate threat, Jack lowered his weapon as he closed the passenger door and made his way towards the back of the transport truck.

The air was forever cold, and a heavy shower of snow fell from the grey skies above. Jack like every Atlesian learned to live with the cold, especially with his profession.

Soon three separate sounds of feet crunching snow were heard, followed by the slam of the truck's doors just as Jack reached the back.

"Mggggaaah! Man that was a long drive! My butt feels all numb!"

"Can it Ivory! We're on a mission, can you not complain for one moment?"

"Come on Kendra! That was a long drive and I swear that bucket of bolts was purposely driving over every bump on the road."

"**Kurrrr… Ivory. There is nothing but flat snow for miles."**

"Was I talking to you Luc?! Didn't think so!"

"ALRIGHT!" Jack shouted at the other three members of NIKL Squad. Immediately all three members gave him their undivided attention. "You all know why we're here! Something here has caught the eyes of nearly every soldier, Huntsman, and Specialist, back at the outpost. Specialist Frost has so _kindly_ given us the mission of finding out what exactly caused the unknown phenomenon. So let's keep this quick, simple and by the books, alright?" Jack explained and recounting their briefing as simply as he can.

"Question!"

Jack sighed. "What is it Ivory?"

Ivory Hill, the most cheerful member of NIKL Squad. She's short, pale white in complexion, bright blue eyes, light blonde hair tied into a ponytail and wears a custom made Atlas military coat completed with casual wear underneath. A combination of a black tank top, standard white Atlesian military cargo shorts and long black boots.

Ivory is known for her laid back attitude and cheerful demeanor that often brings her to butt heads with her superior officers and with Jack apologizing on her behalf all those times. But with NIKL Squad, Ivory is as competent as any trained Specialist and Jack will always trust her to get the job done. Even if he finds himself reminding her time and time again about appropriate behavior.

Now said woman spun on her heel and gestured to the vast field of snow before them. "Where exactly are we going to start?" Ivory asked, the usual cheer in her tone expressing just how much she didn't want to search through the vast white landscape.

Before Jack could answer, someone else beat him to the punch. "Ivory you are not the one doing the searching. So stop being a brat and fall in line."

Standing next to Ivory is NIKL Squad's unofficial second-in-command and Jack's own partner, Kendra Obsidian. She is taller than Ivory by a good four inches, give or take an inch or two. Dark tanned skin, jet black hair and dark brown eyes. Kendra is currently wearing a white short coat uniform that goes down no longer than her waist, black tights for pants, white knee-high combat boots, a black standard military undershirt and a black and white military beret to top it all off.

If Jack can describe his partner in two words, it would be serious and _seriouser_. Kendra's focus is always on the mission and she takes it upon herself to make sure everyone else is focused on the mission going so far as taking command half the time, not that Jack is complaining. She will follow the orders of her superiors like any good soldier. However, Jack, as well as the rest of NIKL Squad, knows she will always put the safety of the squad before anything else. Even if she comes off as serious with a no-nonsense attitude, Kendra proved herself time and time again why she is the unofficial second-in-command of NIKL Squad.

Like right now, trying to scowl Ivory into submission. "Alright! Alright! Jeez, what crawled up your butt today Kendy? You're not usually this bossy." Ivory said, pointing out Kendra's unusually bad mood.

"**Kurrrr… Kendra usually is. She's just hungover from last night's outing." **Answered the last member of their motley squad as well as earning a scowling glare from Kendra herself.

The target of Kendra's ire is the last member of NIKL Squad, Luc Schwarz. Luc is a giant of a man, standing a good two heads taller than Jack himself at a towering seven feet and some inches. Like the rest of the squad, Luc is wearing a full military garb. Military trench coat, thick cargo pants, large combat boots, and combat gloves, all black in color. The only portion of skin he shows is his bald head, marred with burn scars like some horribly designed globe of Remnant. But his most defining feature is the gas mask he wears at all times. Black in color to match his clothes and covers his entire face with dark-tinted goggles and a large tube attached to an unseen respirator hidden within his coat.

The reason behind the mask is entirely medical in nature. During his time with NIKL Squad, Luc took a nasty hit from a Sphinx's fireball without the protection of aura. Suffice to say the fire left Luc with some nasty scars and permanently damaged lungs; now he uses a special respirator just to breathe normally, hence the gas mask. Regardless of his injury, Luc can still fight like the stubborn giant he is.

"I wouldn't have this hangover if SOMEONE didn't give me vodka instead of the water I asked for!" Kendra shouted, directing an accusing glare towards the only perpetrator of their squad courageous, or in this case stupid enough to commit such an act.

Ivory gave an innocent smile. "What do you ever mean Kendy? How am I supposed to know the difference between water and hard Atlesian Vodka? They practically look the same!" Ivory explained, her tone is literally oozing with cheeky innocence.

Kendra pointed an accusing finger towards the cheeky woman. "You did that on purpose! If we're not currently on a mission right now, then I would've dragged you out and raked your AS-"

"ALRIGHT! That's enough out of you two!" Jack interrupted. "No matter how much I love to see you two arguing, I have yet had my morning smoke no thanks to that robot nagging me about smoking regulations. So suck it up for now and let's just get this mission done as soon as possible and return to base." Jack said as he reached into his pocket before bringing out his pack of cigarettes.

Kendra leveled her ever-present scowl towards him. "Jack is this really the time to be smoking. While on a mission?" Kendra questioned, ever on his back about his smoking habits.

Jack popped a cigar between his lips. "Kendra. You know me long enough to know that anytime is the right time to have a smoke." Jack shot back before taking out his zippo lighter and thumbed the igniter a few times before a candle-like flame finally appeared.

As he was about to bring the lighter towards his cigarette, a large gloved hand shut the zippo lid, snuffing out the lighter. **"Jack. Smoking kills and we have a mission to focus on." **Luc said in a lecturing tone.

Jack closed his eyes as he let out an explosive sigh, cigarette still between his lips. "Luc. The cold of Solitas will kill me long before lung cancer or the Grimm will." When Jack opened his eyes, he is then met the unwavering glare of Luc's goggles, knowing the giant is giving him a disapproving look behind that mask of his.

Jack sighed. "Fine." Spitting out his cigar, Jack slid the stick back into the box before stuffing his cigarettes back into his pant's pocket. "Alright, we dallied long enough. Kendra! You're up!"

Kendra gave a curt nod before turning around to gaze out into the field of whiteness before them. As the snow fell all around them, Kendra closed her eyes for a few seconds before slowly crouching down and placing her left hand onto the snowy ground.

As Jack anticipated, a bright yellow field of aura expanded from his partner's left hand, bright glowing aura flowing where her hand met the ground. The field of aura rapidly expanded past Jack and the rest of NIKL Squad as well as the six-wheeler they used as transport. Soon enough the field expanded a good several dozen meters from Kendra's position, expanding to encompass a very wide area around NIKL Squad.

This was Kendra's semblance, a special type of tracking semblance and a very rare variant of it. How the semblance works is Kendra creates a large field around her, if an event of interest has occurred within a week's time then her field will manifest aura constructs to replay the event as it happened.

Suffice to say, Kendra's semblance is the very reason why his team was chosen for this mission. Her semblance is very useful in tracking down key targets or finding out exactly what has occurred at a certain location, something they are doing now for instance.

"Look! Over there! I see something forming!" Ivory exclaimed, pointing towards the far edge of the field of aura.

It was a figure of aura lying on the ground, but only a portion of it from what Jack could see through the small blizzard of snow. They need to get Kendra closer as it's on the very edge of her semblance's limited range.

"Kendra stop. We need to get closer." Jack ordered.

Kendra nodded as she stopped to flow of aura. Soon the large field of aura disappeared, along with the figure.

Luckily for them, they already know where to look so Jack took the lead and headed towards where the figure was last seen.

He soon stopped, looking down at the very spot where he saw the unknown figure lay. "Kendra."

"Got it." Kendra then placed her hand on the ground and activated her semblance once again. Soon a basic humanoid figure made of aura appeared as Kendra's semblance expanded. Unfortunately, Kendra's semblance can only make rudimentary shapes for certain figures with no distinct features such as clothes, faces or weapons. Such as right now as a vague human-shaped construct of aura laid out on the ground, seemingly unconscious.

Regardless, Jack, as well as the rest of NIKL Squad, now know that someone was out here three days ago when the bright light was seen. This vague construct only shows that very someone was here three days ago, lying down on this very spot.

"Well… we now know someone was here. But why are they just lying here? Were they unconscious?" Kendra asked as she leaned down to have a closer look at their unknown friend.

"No Kendra, they were just taking a nice nap here in the middle of nowhere. What else would this guy be doing?" Jack answered rather sarcastically, earning him a scowl from his partner one that he outright ignored.

He hadn't had his smoke yet. So she could just stuff it.

"You're making a lot of assumptions Jacky. How do we even know this person is a guy? For all we know,_ he_ may be a _she_." Ivory pointed out, adding her own two lien to the guessing game they have going on.

Jack sighed for what seems to be the tenth time today. "How about we skip the argument about what gender our friend here is supposed to be and skip straight to the part where we figure out why our friend is here in the first place." Jack then leveled a stern gaze on his partner. "Kendra."

Kendra took the hint as she focused. Her semblance has a nifty ability to _fast forward_ in case they ever come across a scene where the figure is doing nothing for hours on end, such as their unconscious friend. Laying in the snow for god knows how long.

As the tell-tale sign of the construct being fast-forwarded by the sudden rapid rate of aura flowing from Kendra's hand, the aura construct suddenly started to move it's right hand at a rapid pace, like a fast-forwarding a video. "Kendra!"

"Got it!" Soon the figure started moving back into real-time, it's right and left hands were grasping at the ground as if their unknown friend is feeling the snow beneath them. Soon enough the figure slowly lifted itself off the ground in almost a mechanical way, their head turning left and right in a familiar motion of surveying an unfamiliar area.

Soon their unknown friend picked themselves off the ground and is standing on both legs, standing an inch smaller than Jack himself and roughly face to face with Kendra, being the taller of the two.

Jack watched the construct as Ivory decided to walk around their unknown friend, her ever-curious eyes roaming the constructs figure for any noticeable movements.

However, the construct hadn't moved an inch from their spot. The only movements it made were it's head and even then it was to either look at different spots on the ground in front of it or surveying it's surrounding area. The construct then went still for a few moments before slowly lifting it's featureless face towards the grey clouds above.

It held it's unseen gaze towards the sky above, seemingly staring at something. "What is he staring at now? There is nothing in the sky." Ivory asked the question that was on Jack's mind.

"**Kurrr… It was night when the light appeared. The skies were clear, and the moon was full." **Luc answered. Leave it to Luc to be the serene one of the group.

"He's looking at the moon. But why?" Kendra asked, trying to dig deep into something that may or may not have any meaning at all. "Why wouldn't he? If I were in the middle of this wasteland of snow I would also stare at the moon and wonder where I am and why I am here." Ivory interjected. Ivory then turned to the still construct. "Afterall. This person is clearly lost." Ivory pointed out.

For once Jack had to agree, anyone can tell whoever this person is they were clearly not where they were supposed to be. It was also clear to assume that their friend was somehow knocked unconscious and was left here in the middle of Solitas, only to wake up in an unknown environment.

Jack frowned. _'But that still doesn't explain the bright light. And if someone had left him here, then Kendra's semblance would've shown us. This is giving me a headache.' _Jack thought as he rubbed the stress out of his eyes.

"Hey! Something's happening!"

Jack opened his eyes just in time to see a construct of black aura charge their friend.

Jack immediately knew the construct just by the outline and color, it was a Grimm a Beowolf more specifically and one that appeared three days ago.

And from what Kendra's semblance is showing, there was a full pack of nine Beowolves plus three Manticores to boot. All charging their unknown and seemingly unaware friend.

"Come on move!" Ivory shouted. As if their unknown friend has heard her, the construct jumped back, dodging the Beowolf by the skin of his feet. After dodging the first Beowolf, a series of close dodges followed soon afterward as their friend seemingly dodged all the attacking Beowolves with practiced ease and an almost inhuman amount of reaction time, as if their friend predicted the Grimm attacks before they even land. Possibly a semblance of some kind?

After dodging the last Beowolf, their friend threw his right arm to the side, hand clenched into a fist, and drove his fist into the chest of a Beowolf that was charging towards his left side.

Suddenly the constructs froze, with their unknown friend's fist driven into the chest of the Beowolf construct. "Jack. I believe our suspect has a weapon. A wrist blade of some sort." Kendra voiced.

"What makes you say that Kendra?" Jack asked. Kendra pointed towards the frozen constructs. "There is a small space between the suspect's fist and the Beowolf's chest. It could be something else, but my best guess is a blade or weapon of some sort." Jack looked towards the two constructs and as his partner said there was a small but noticeable space between their friend's fist and the Beowolf's chest.

This plus with the surprising agility and reaction time of their unknown friend, it all added up to one conclusion. **"It looks like our friend has Huntsman training." **Luc said, speaking what is on everyone's minds.

"Or… they could be a Huntsman themselves? Or maybe a Specialist from Atlas?" Ivory suggested.

Jack gave a silent sigh. "At this point, I don't care whether our friend here is a Huntsman or a Specialist. What does matter is why he is here in the first place. Kendra, continue." Jack ordered as his partner resumed the fight.

The Beowolf construct soon went limp on their friend's unseen weapon before disappearing completely as all Grimm does upon death. Their unknown friend then turned to face the pack of Grimm before him, weapon no doubt at the ready and standing with the confidence of any Huntsman or Specialist worth their sweat.

Soon there was a standoff between their friend and the pack of Grimm. The Grimm, specifically the Beowolves, were slowly prowling in front of their friend as the three Manticores stayed a fair distance behind the Beowolves.

Their friend, on the other hand, stood his ground. The tell-tale movements of his head showed he was focused on all the Grimm before him, no doubt preparing his next few moves.

Suddenly the middlemost Manticore construct let loose a silent roar, something Kendra's semblance cannot replicate, before lifting off into the air followed by the other two Manticores. The Beowolf pack charged straight for their friend, who simply stood in the face of a charging Grimm pack.

Jack and no doubt the rest of his squad, silently waited to see what happens next. To see how their unknown friend is going to face the Grimm before him.

As if on cue, their friend lifted his head towards the two Beowolves that leaped the last bit of distance towards him. Suddenly said Beowolves were halted in mid-air, the black constructs of aura seemingly frozen in time as did the rest of the charging Beowolves.

Jack's eyes widened as he immediately met Kendra's gaze. His partner simply shook her head basically saying that she did not freeze the fight.

Jack's attention is then drawn back to the fight as their friend lifted the Beowolves that were still on the ground almost helplessly up into the air to join the two other Beowolves. All seemingly with an unseen force.

Their friend then waved their hand to the side as the floating Beowolves followed in tandem, stopping right between their friend and the flying Manticores.

Jack then saw the floating Beowolves suddenly disappear out of existence, something was killing them, could it be their unknown friend.

He soon got his answer when he drew his attention towards the trio of Manticores flying high in the air. Their mouths open and seemingly bobbing their heads back and forth as if they were spitting something.

It was then Jack was reminded that Manticores have the annoying ability to spit fireballs. Now it all made sense, their friend is using the Beowolves as living shields against a Manticore barrage. How clever of their friend.

"Well it looks like our friend is a telekinetic." Jack simply stated with a smile. A telekinesis semblance is considered a very rare and VERY powerful semblance with numerous utilities. The first person to pop into his mind when the subject of telekinesis comes up is the teacher from Beacon, Glynda Goodwitch and the Headmaster's right-hand woman.

Jack saw her fight before and during the Fall of Beacon Academy. Suffice to say, Goodwitch is no doubt a very powerful Huntress with her powerful semblance. Hell, she doesn't even use a proper weapon, not that she needs one with that semblance of hers.

But as a Specialist of Atlas, Jack couldn't help but analyze Goodwitch for certain weaknesses and habits to her combat, a force of habit if you will. What he noticed is how she telegraphs her attacks; the simple gestures of her riding crop are in tandem with the directions of her telekinetic attacks. But suffice the use of hand gestures, it doesn't seem she can just willy nilly float someone up with just a stare alone or without doing anything. Plus there seems to be a limit of how much she can continuously use her semblance if her nearly collapsing during the reconstructions efforts of Vale were any indication.

So if Goodwitch is anything to go by, then just how powerful is their friend here? Who can lift an entire pack of Beowolves with but a thought?

Suffice to say, Jack knows now that the violent approach is _definitely_ a bad idea. Not that he was going to use such an approach in the first place.

"A telekinesis semblance. That does explain the floating Beowolves." Ivory said, finger pointing towards said constructs.

"And by the looks of it, he's a skilled user of it. Haven't you all noticed how he barely used any hand gestures for his attacks? His concentration must be considerably precise." Kendra pointed out.

Jack nodded. "Yes I did noticed Kendra. I suggest we use the peaceful approach if we ever run into our friend here." Jack said, earning voices of agreements from his squad.

As the last of the floating Beowolf constructs disappeared, the three Manticores dove straight for their friend, seemingly had enough of their friend's continued existence.

However, about halfway towards their friend all three Manticores were suddenly smashed onto the ground by an unseen force, no doubt their friend's semblance, and were seemingly held down and restrained by that same force. With the Manticores restrained, their unknown friend clasped their hands behind their back and leisurely walked towards the middlemost Manticore.

Jack raised an eyebrow at this. Why is their friend approaching the Grimm so casually? Is it because he won? A need to feed his ego like many of the top brass who had sticks shoved up their butts.

Jack's contemplating expression soon turned into a suspicious frown as their friend started walking around the lead Manticore, his featureless face never turning away from the Manticore's restrained form. It was as if their friend was inspecting the Grimm like a fisherman who caught a shark, not knowing exactly what they are looking at but at the same time taking in what they caught like a prize.

"What is the suspect doing?" Kendra asked in a suspicious tone, watching as their friend/suspect completed a full round around the Manticore. **"He is inspecting the Grimm. For what reason I do not know." **Luc replied.

"He's like some sort of evil scientist looking at his latest experiment. Do you think…"

Jack shook his head. "I don't know Ivory. But what I do know is that-"

Jack was suddenly interrupted when their unknown friend lifted his hand as the three restrained Manticores slowly floated up into the air in tandem. Then in a cruel show of power, all three Manticores slowly started to bend and contort inwards in ways where if they were not currently Kendra's aura constructs then Jack no doubt will have lost his morning breakfast.

Jack couldn't break his eyes from what was no doubt a sickening scene. And from what he could hear, the rest of his squad were deadly silent, watching the same spectacle unfold in front of them.

The sickening show was soon over as the now three basketball-sized remains of the crushed Manticores immediately disappeared as their friend clasped his hands behind his back and turned from the scene without a care of what he just did.

Kendra paused her semblance as everyone slowly digested what they saw. An awkward silence descended on NIKL Squad.

Jack swallowed a lump in his throat. "-our friend here is very dangerous and as we saw, very sadistic towards the Grimm." Jack finished, not knowing what to really say after seeing such a gruesome spectacle.

"I know they're Grimm and all… But that was just messed up." Ivory stated. Her voice clearly stating how disturbed she is by their unknown friend.

"**Indeed. Let's pray he's kind to human beings." **Luc added. Even the normally calm giant of their squad found what they all just saw disturbing.

"The suspect is dangerous. If left alone who knows what he might do." Kendra said, seeing the negatives traits of others as always, especially those that she perceives as a threat.

Jack let out a hard sigh as he pulled out his cigarettes and lighter. This time no one stopped him as he lit his first stick and practically inhaled it.

"Fwoooooo!" Jack blew out a large cloud of smoke, already feeling the stress subside. "Now let's not get ahead of ourselves Kendra. The mission given to us was to strictly survey the site of the light and report back any findings." Jack said, reminding everyone about their mission. He then took another drag of his cigar before speaking. "Now that we know that our sadistic friend here WAS here three days ago. All we need to do now is find out the general direction of where he went. Kendra resume please."

Kendra gave a curt nod before resuming her semblance. Soon their unknown friend surveyed the area once more, seemingly staring off into distance despite the light blizzard showering around them.

Then suddenly the construct took off. And when Jack meant took off, he meant TOOK OFF. Their unknown friend in a single bound exited Kendra's range at speeds that can match a snowmobile going at full speed.

Kendra shouted out a surprise as did Ivory, but it was too late, the construct was gone.

"Damn that was fast! Where is he going in such a hurry?" Ivory asked in a surprised tone.

It was Luc who answered. **"Judging by the direction. Our unknown friend is heading further north towards the mountains." **

Ivory visibly frowned. "But why go to the mountains? There's nothing but Grimm there?" Ivory stated, clearly confused as to their unknown friend's motives.

Jack spoke as he flicked away the bud of his cigarette. "Does it matter? All we know is by the speed he was going at, I dare say he could be anywhere in the mountains by now. But still, we should head back to the outpost and tell Frost about this." Jack said as he turned towards their transport truck.

"Alright everyone lets pack it up and head on back." Jack said as he reached the passenger door of the cargo truck. "Kendra we're leaving. What's the matter?" Ivory piped up as Jack turned around to see what's going on.

Kendra is still kneeling on the ground, her semblance still active. "I sense something else happened here. It happened very recently from what I could tell, just this morning actually."

Now his partner caught his attention. Jack started walking back towards Kendra with a concerned expression. "Show us."

His partner complied and suddenly multiple humanoid constructs started speeding past them, all of them seemingly flying through the air in a sitting position in either pairs or entire groups. Jack could take a good guess that these constructs were riding in unseen vehicles, something that Kendra's semblance could not replicate.

Though the constructs flying by in a sitting position seemed comically stupid. It was very concerning to Jack as the number of people that Kendra's semblance picked up from the past did not seem to dwindle. Jack saw what seems to be large groups in one unseen van, pairs that were no doubt riding snowmobiles, and finally pairs driving what appears to be trucks.

And as quickly as they appeared, the last of the constructs soon sped past their squad and out of Kendra's range. Only then did Kendra canceled her semblance.

"Wow, that was a large group of people! Did the morning patrol come by here?" Ivory asked. **"The morning patrol doesn't venture this far out and does not have the numbers to match what Kendra's semblance showed us. I counted a full company. Maybe more." **Luc answered worry laced his usually calm tone.

Jack frowned as he met his partner's serious gaze. "Jack. There is only one group with that kind of numbers out here in the northern parts of Solitas." Kendra said as Jack knew exactly what she was insinuating.

Jack pulled out another cigarette. "Yup. We just saw an entire bandit clan. And I can bet my two functioning lungs that these bandits are the Tundra Wolves." Jack replied as he lit his cigar and took a long drag.

Yup. The Tundra Wolves, the largest and only bandit clan roaming around in these parts of Solitas. Usually, the hostile environment of Solitas alongside the Grimm would mean the eventual end to any bandit clan due to the venerable lack of resources. Plus there are little to no villages for these same clans to raid to make anything worthwhile to take. The only sources of actual valuable resources are Atlas itself and it's outposts and even the dumbest bandit out there know why raiding those places would be a bad idea.

The only real choice would be the supply convoys coming to and from Atlas and it's outposts, but even then those are heavily guarded to dissuade would-be bandits from attacking them.

However, from what Jack had learned through the military grapevine, the Tundra Wolves are led by some rogue Huntsmen who had left the kingdom due to some crime they have committed, seeking to make a profit in a less charitable means, or just straight up exiled. The most notorious among them banded together and formed the clan, and eventually absorbed every other bandit clan until they were the only clan left.

And with this clan, they started their raids on the supply convoys coming to and from Atlas. Jack should know, he and his squad defended many of these convoys from these same bandits.

Lucky for his squad they hadn't run into any of the rogue Huntsmen leading those raids, just chaff and grunts. But from he has heard, the raids lead by the leaders of the Tundra Wolves always ended with the deaths of soldiers and the convoy stripped clean of everything. Only the naked bodies of the dead soldiers and smoking wreckage were ever found, the bandits were long gone then.

And that's what makes the Tundra Wolves so dangerous. They not only survived out here in the cold hostile lands of Solitas. They thrived.

"Wait… the direction those bandits are going… they're heading north as well." Ivory said, realization dawning on Jack's mind as to what Ivory is insinuating.

"**In the same direction where our friend is." **Luc said in a serious tone.

Jack blew out a large cloud of smoke. "It doesn't matter at this point. It is unlikely our friend will run into the bandits. Whatever the bandits are looking for, I highly doubt it has anything to do with our friend." Jack stated as he took another drag from his cigar before exhaling the smoke. "We should head back to the outpost and inform Frost about what we discovered here. He would want to know about the bandits as well as our friend." Jack said as he turned and made his way back to their transport.

As he opened the passenger door, he couldn't help but take one last look back towards the direction where their unknown friend went as well as the same direction the large bandit clan had headed off to.

For some reason, he couldn't shake off this nervous feeling. As if something big is going to happen.

**Ceres's Brood**

**Total Population: **928

**Drones: **80

**Overlords: **40

**Zerglings: **663

**Hydralisks: **65

**Roaches: **80

**AN:**

**And that's the third chapter. I want to thank you all for supporting this story and are eager to see what will happen next. There is still three more chapters to go before I switch back to my other story.**

**Now to answer some questions you readers may have:**

**1)Why are Zerg dying to Centipede Grimm? Zerg is superior and should not die.**

The reason for this is simple. Though Zerg are definitely more powerful then the Grimm in terms of evolution and sheer ability to adapt to any situation, the Grimm themselves are no push overs, the show has showed Grimm that are significantly powerful and have the initial numbers advantage over the Zerg since the Grimm POPULATES MOST OF REMNANT.

Also I am portraying Zerg as realistic as they could be being living breathing organisms of flesh and blood. The Zerg can still bleed and die from reasonable means (Such as being attacked in their exposed areas, crushed by elephant sized Grimm, etc.). No matter how evolved a Hydralisk may be, a Grimm larger than it by a good few stories can realistically kill it with sheer weight alone, not including what natural/unnatural weapons it may have.

And that's what makes the Zerg so scary to face against, not their tenacity but the fact that you kill one Zerg and ten takes its place.

**2)Will Ceres be using Dust as evolutionary upgrades like in the last story?**

Yes, but he has yet to discover the use of Dust just yet. He will definitely experiment with the Dust but for now he's going to focus on base building and growing his Brood.

**3)Why hadn't Atlas noticed the floating Overlords?**

Easy, continuous snowstorms and very tall mountains. Plus Atlas has no idea about the Zerg thus they are not actively looking for them.

**4)Will Ceres use Grimm for potential evolution upgrades?**

He would if he could, but as of now he has no way of obtaining any useful essences from the Grimm due to how they disintegrate upon death.

**5)Does Ceres know about Grimm's attraction to negative emotions?**

No. since he cannot experiment with the Grimm's biology because of their disintegration upon death. Ceres can only make assumptions from what he knows are common traits amongst his Zerg. But he will eventually find out.

**6)Are those the bandits Ceres saw?**

Yes. You just have to wait for the next chapter to see what happens. I'm sure you readers will enjoy it.

**7)What happened with Kendra the semblance was confusing?**

The Kendra's semblance is basically she can reply a past event of her choice as long as it occurred within a week's time. However she is limited to only showing bland and vague aura constructs of either people or Grimm and cannot show things like weapons, clothes or vehicles. She can fast forwards, pause, rewind, all that you can do with a television.

However, she must immobilize herself in order to create the field necessary to show the event.

**8)Will we see NIKL Squad in Action?**

I have plans for them. So don't worry.

**Once again I thank you all for supporting this story. Please leave a review, suggestion, or any questions in the comment box below.**

**Also what did you think about the very first battle the Zerg had? Did I write it well? Was there anything I could've done to improve my writing? Feedback would be appreciated.**

**Thank you and see you in the next chapter.**


	4. Chapter 3: First Contact

**Hey everyone, I'm back with another chapter.**

**Been some time since my last update, with what's going on with the world and how it is affecting everyone.**

**I am fine, my family is fine in terms of health and finance, right now we are just waiting out the proverbial storm that is the COVID-19.**

**Thank you all for supporting this story, I got some good feedback so far.**

**Now without further ado, here's the next chapter.**

Disclaimer: I don't own RWBY or the StarCraft franchise, both are owned by their own respective owners, Rooster Teeth and Blizzard.

"Normal talk"

'_Thoughts_'

"_**Telepathic communication**_**/shouting/other"**

**Chapter 3: First Contact**

**Location: Solitas, Abandoned SDC Mining Compound**

A light blizzard of snow showered over the abandoned SDC mining compound, growing heavier by the hour. The dulling light behind the grey clouds signaling the near eventual transition into the night.

Parked a couple of hundred meters away from the compound is a large convoy of at least twenty-four trucks and dozens of snowmobiles all parked surrounding a large camp of tents that was set up in a few hours. Men and women garbed in thick white coats and some wearing assortments of grey and white armor plating moved in between the vehicles and tents, carrying boxes, sheets, and other supplies to and from the trucks.

While the camp is a hive of activity there is an equal number of individuals wielding an assortment of weapons, each either standing guard around the trucks or patrolling in small groups not far from the convoy. There were also those without weapons or armor, sitting around large heating lamps, boiling pots of soup, or helping with unloading the trucks.

Even fewer are groups of small children, all garbed in thick warm coats and scarfs running around in between the trucks and tents while the adults were working. Laughing and playing as children should.

A lone figure turned away from the large camp to stare down towards the abandoned compound.

Standing at least a head taller than every adult present at the camp is Gunnar Gratt. His most noticeable features is his long rough greying hair, a rough and wizened face that held two hard steel grey eyes as well as a short grey beard that covers his chin, mouth as well as his entire jawline and cheeks.

Gunnar is currently wearing a hoodless snow-white coat over his large physique with the hem of the neck lined with thick white fur. Large grey pauldrons of worn and scratched metal from untold years of combat covered his broad shoulders, further accenting his large frame. Metal vambraces strapped to his large forearms, an armored belt completed with a short grey waist cape and worn armored boots to cover his feet.

Holstered on both sides of his waist are his personal weapons, _Eldur _and _Klaki, _his left hand gripping the handle of Eldur. His weapons are two large bearded axes/hammer hybrids each engraved with rune-like engravings on their metal shafts and handles as a unique design.

Gunnar's stoic gaze rested on the mining compound just a hundred meters downhill. Despite the falling snow, Gunnar could clearly see the information he paid for previously wasn't wrong and the SDC mining compound is entirely abandoned.

The buildings were covered in snow, frost, and rust as nature took its toll on them. The cargo trucks that parked around the compound were either frozen over or were in other states of disrepair. Empty cargo holds and containers dotted the compound, all empty and left to the mercy of nature as the rest of the compound.

All this further convinced Gunnar that no one from Atlas or the SDC has been here for quite some time, possibly years since the accident that forced the infamous company to abandon it in the first place. Which means, if the intel was still correct, there is still the Dust deposit within the mine. Enough to support his people for years to come.

Gunnar closed his eyes before taking a deep calming breath, tuning out all the noise coming from the camp behind him.

He is the leader of over two hundred. Families who lost their homes and loved ones, men and women who were cruelly exiled, orphans with nowhere else to go, and the remnants of a once-proud company of soldiers.

The men, the women, and the children behind him all depend on him. They trusted his judgment and followed him this far for ten years. Ten years since that horrible day that forced him and his soldiers into a life of exile and survival.

These were Gunnar's people, his family. But in the eyes of the corrupt upper echelon of Atlas, they were but a clan of murderous bandits and criminals.

For ten hard years, he bore the entire weight of his people's worries and fears. Bore the brunt of the responsibility for their continued survival as well as taken in those who had nowhere else to go over the years.

For ten years as Gunnar's people grew, so did the responsibilities. Gunnar tried his best to see that none of those behind him will be found starving or dying alone, afraid. But with every passing year, he is still cursed with burying those he came to call friends, companions, and family.

With every passing year, Gunnar must stain his hands in more blood just to provide for his people. Just to survive.

Gunnar remembered those long harsh years and what has led him and his people to this very compound. Surviving out in the cold barren wastes of Solitas outside of the Kingdom of Atlas or the walls of Mantle is a cruel death sentence. There is barely any game to hunt, blizzards so cold that a man will die within minutes, little ways of natural shelter or warmth for the freezing nights, and most importantly the numberless Grimm that roam the barren cold wastelands of Solitas.

But with this SDC mining compound and with all the presumably untouched Dust held within, Gunnar can finally see the end of his people's struggles.

"Gunnar!"

"Hey Pops!"

Gunnar's expression softened into a smile as he turned to see two of his closest allies approaching him. "Maranda. Jase."

The first is a woman named Maranda Forest, a dark-haired woman reaching her mid-forties with aging but still youthful features. She stands just a few inches underneath Gunnar's chin, so he is sometimes forced to look down towards her. She is currently wearing her usual combat gear of a tight white coat, white pants, white knee-high winter boots, and a grey cowl.

Slung around her right shoulder is her weapon of choice, _Hawk Shot, _a collapsible recurve bow with a quiver filled with an arsenal of arrows of various types. Her skills with the bow are second to none and she had saved his life and the lives of others more times then he could be bothered to count.

Walking beside Maranda is his very own flesh and blood. A handsome young man by the name of Jase Gratt, youngest out of the three of them in his early to mid-twenties and the only one who calls him _Pops_. His only son stood a head taller than Maranda but still comes up short compared to Gunnar's own towering height. Jase has short blonde hair, sky blue eyes inherited from his mother, and that ever-present smile of his. He is currently wearing a white snow jacket with blue padded armor pieces covering his shoulders and forearms, blue and white combat gloves covered his hands, blue cargo pants with white boots.

His son's weapon of choice is currently attached to his back with its handle sticking out from his right shoulder. _Fire Fang,_ a large long sword with a mechanized handle and crossguard built into the steel blade itself. Decorated on both sides of the five-foot-long blade is a single dull grey streak that travels the entire length of the blade.

"How's the place looking?" Jase asked with his trademark smile.

Gunnar gestured back towards the compound with a calm smile. "See for yourself. The place is a bit rough at the moment. But with time and effort, we can truly make this a proper home for our people to settle down in."

Jase's smile grew as he stood to Gunnar's left, looking over the dilapidated compound. "I love the looks of this place already! The buildings are barely holding. The landing pad is covered in snow. And I can see a few trucks down there we could possibly scavenge for parts but not much else. How long was this place abandoned exactly?" Jase asked in a curious manner.

Maranda stood to Gunnar's right, also gazing over the compound. "From the intel we bought, around eight years ago since the accident that forced the SDC personnel and miners to abandon this mine." Maranda answered.

Jase gave Maranda a skeptical look. "I thought Grimm overtook this place. That's why they had to abandon it."

Maranda returned the look with her even stare. "If you were listening to the first time around then you would've known that the Grimm came AFTER the accident, no doubt attracted by all the panicking miners and company personnel. Afterward the SDC managed to sweep the incident under the rug and haven't attempted to reclaim this mine since." Maranda looked back down at the compound. "And with this compound in such a remote place and with no structural defenses, many of the miners never returned home to their families. Reminds me of that day all those years ago." She said with a noticeably somber tone.

Gunnar closed his eyes as he let out a silent sigh. Yes, that day. How could he ever forget.

The miners rioting.

The order to cull the rioters.

The bullet that first flew.

The screams and blood.

The sight of a child holding the still body of her parents.

And what he did at that moment that damned them all to exile.

"Tch!" Jase kicked the snow beneath him, a frown settled on his brows. "Leave it to the SDC to hide something like this from the press. But eight years? That is a long time to leave this place unattended. Pops what do you think about all this?" Jase asked, bringing Gunnar out of his thoughts.

Gunnar gazed down at the compound. "Though this is a site of a tragedy, we shall take it and make this place our own. Our good fortune is long overdue."

His son nodded with a genuine smile. "I like the sound of that. It's about time we settled down somewhere. But from the looks of this place, we still have a lot of work ahead of us. Right Pops?"

Gunnar nodded in agreement. "Yes, you are correct. We may have more work ahead of us but we have to save that for tomorrow. It'll be dark soon and a storm is coming, it's going to hit us tonight." Gunnar said as he looked towards the dark clouds above, snow flurrying down noticeably harder all around him.

Blizzards are common in the far north of Solitas, cropping up nearly every other week and could last from a single night to more than a week.

And from what Gunnar could see, this storm will be fierce.

"We'll have to wait until the storm passes over. Jase, how're our supplies looking?"

His son scratched his head. "Last I checked with the Quarter Master, we're fully stocked on nearly everything thanks to our last hit three days ago. We're all set for the storm and for whatever work we need to do afterward." Jase answered. Gunnar nodded, satisfied with the answer. "Maranda, how are our people?"

"Morale is high amongst the soldiers as well as the non-combatants. Everyone is eagerly waiting for your next orders." Maranda answered. Curt and to the point like always.

Gunnar gave a short nod. "Then let us not keep them waiting any longer." Gunnar said as he turned and made his way towards the camp, both his son and Maranda following closely behind.

As he neared the trucks, the nearest soldiers standing guard gave crisp salutes while those nearby gave a welcoming wave.

"Commander Gunnar, sir!" A patrolling soldier saluted in front of him as Gunnar approached her.

Gunnar knew this one, Olivia Olive. She is young, no older than twenty at the least, and recently finished her training with ten others and is now a full-fledged soldier. "At ease Olivia. I need you to spread the message to the squad leaders not on guard detail to gather their squads at the camp's center as soon as possible." Gunnar ordered.

Olivia's eyes widened and vigorously nodded. "Y-Yes, sir! Right away sir!" With a final eager salute, the young woman rushed away deeper into the camp, nearly toppling over a heating lamp in the process and shouting out a quick apology.

Gunnar could hear his son's amused chuckle beside him. "Eager to please that one. Didn't even question your order." Jase commented.

"Funny. Reminds me of a certain young man when he enlisted to be in the same company as his father's." Maranda said, shooting a teasing smile towards the young swordsman.

Jase barked out a laugh in reply. "HA! That was because I wanted to prove to Pops that I'm the best swordsman in all of Solitas! No one can compare to me around these parts and you know it, Maranda!" Jase shot back with a bright smile.

"Careful with that ego of yours Jase. Remember what happened when you challenged me to a duel?" Gunnar said with a grin.

"First off, I gave an open challenge to anyone in our motley family. Second, if I would've known I had to fight you Pops I would've used my extra special Dust that day." His son explained using his fingers to count out his arguments.

"It was only a few years ago when it happened." Maranda corrected, the mirth in her tone is infectious.

Jase snapped his fingers at the woman. "Exactly! I was only twenty! I was young and impressionable! If anything, Pops beating me into the ground that day would border on child abuse!" Jase vehemently explained in a way a child would find idiotic.

Gunnar shook his head with a chuckle. Leave it to his son to bring a good laugh.

"Mister Gratt! Mister Gratt Sir!"

Gunnar turned his head to see a group of six children running and weaving through passing adults towards him. All of them are bundled up in warm coats, scarves, boots, hats, and gloves. Soon all the children gathered in front of him and each gave a happy salute, something that brought a smile to Gunnar's face at their adorable show of soldierly greeting.

And the one leading them all was none other than the self-appointed leader of all the children herself.

"Cadet Millie!" Gunnar addressed the red-haired girl, the oldest out of all of them at the age of ten. "Do you have something important to report?" Gunnar asked in a friendly almost playful tone he uses when addressing the little girl in front of him. The little girl Millie shook her head, dropping her salute but still holding that excited smile of hers. "No sir! We just heard that you are going to announce something important and we want to know what it is!" Millie said as the other children nodded their heads in anticipation.

Gunnar placed his hands at his sides. "Is that right? Well, you and the other children will just have to wait until everyone has gathered."

"Aw…"

"Please sir…"

"We can keep quiet!"

"Pretty please!"

Gunnar chuckled. "I'm sorry. But you all have to wait." That recieved many disappointed groans from the children in front of him. Not one to leave children disappointed, Gunnar leaned closer, beckoning the children to do the same. "I'll tell you what. I have a VERY special mission for all of you." Gunnar said, immediately the children became excited. "What is it! what is it! Oh sorry! What is it, Sir!" Millie asked, correcting herself at the end and trying to hold a serious expression, the other children following her example.

Gunnar chuckled as he knelt down to one knee and beckoned the children to huddle closer. The children excitedly huddled around him, eager eyes meeting his. "I want you all to gather all the families, as many of our people as you can to the center of the camp. You must do this as fast as you can as this is a VERY important mission. Can I count on all of you?" Gunnar questioned, leveling a semi-serious gaze on each of the children in front of him.

Almost simultaneously all the children gave him a salute and excited smiles. **"Sir yes sir!" **

Gunnar's smile widened before standing back to his full height. "Good! Now carry out your mission! Cadet Millie, you're in charge!"

"Yes Sir! Everyone MOVE OUT!" Millie shouted as she and the rest of the children turned and ran in all directions, laughing and shouting as they went.

Gunnar watched them run off. Still holding his smile. "That little Millie. Always running around playing soldier whenever she can." Maranda spoke in a warm tone.

Jase chuckled. "What do you expect. She grew up around soldiers. Her father used to be a soldier after all." Gunnar's son said, his tone turning slightly somber at the last few words.

Maranda gave a slow sigh, all notion of happiness gone. "I know. I am just glad to see Millie and the other children laughing and playing is all. I just want them to keep on smiling for as long as they can as children. Especially with our lifestyle." Maranda shared her thoughts, her shoulder sagged as if the weight of her age is affecting her.

Gunnar nodded. "That's why we're here Maranda. To give them a chance at a normal life." Gunnar then placed a reassuring hand Maranda's shoulder; one that the aging woman reciprocated by placing her hand on his. "Come, let us make our way."

Gunnar, with Maranda and Jase, made his way through the array of tents towards the Camp center. Along the way they were greeted by soldiers and other members of their people alike. Some gave their greeting while others shared their interests about the gathering.

Gunnar simply motioned for everyone to gather at the camp center, promising to answer all their questions then. Soon enough Gunnar entered the center of the entire camp, an open clearing large enough to fit all his people with room to spare. When Gunnar arrived the center was already filled with over a hundred of his people, men, women, even children, almost everyone is attending.

Soon all eyes were soon on Gunnar. Various looks of anticipation met Gunnar's steel-grey eyes.

Gunnar then stood at the very center of the camp with Maranda and Jase at his side. Thanks to his tall height, Gunnar had no problem seeing how large of a crowd gathered in front of him. Nearly everyone is here, families gathered with one another as the soldiers on attendance stood vigilant around the non-combatants. Gunnar could feel the eager energy in the air as everyone in hushed tones waited for him to speak. A literal sea of eyes stared at his own, all waiting in anticipation at what he has to say.

Gunnar spread his arms. "Everyone! I have brought you all here to these desolate grounds for a reason! One that will shape the future of our entire family!" Gunnar announced, his voice is loud and clear for his people to hear. "We are currently camped in front of a abandoned mining compound once owned by the SDC!" Immediately the entire crowd started throwing choice insults at the infamous company name, even the children were booing. This was expected, especially concerning the amount of faunuses and other ex-miners amongst his people.

Gunnar raised a hand as the crowd immediately started to quiet down. "I feel the same as you do! Our hate with the SDC is justified! We all have suffered by the hands of those corrupt individuals who sit on top of Atlas like self-made kings! Those who in the past sought to drag each one of us down and cast us off to die! BUT WHERE ARE WE NOW!" Gunnar shouted out.

"**WE'RE HERE! WE'RE ALIVE!" **His people chanted out as one, pumping their fists into the air. This was his people's motivational shout. To remind themselves as well as the others in their large family that they are still alive and well.

Because the best way to spite those who sought to cast them off to die is to survive and live on to the bitter end.

"But let us not forget our way! We have not in the past resorted to this hate to survive! We survived because we leaned on each other! We survived because we confined with one another as kindred spirits! We survived because we are united as a family!" Gunnar shouted out, seeing many amongst the crowd nodding/shouting out in agreement.

He then pointed towards the mining compound far behind him. "And through our sacrifices! Through our shared pain and commitment! We finally found the end of our long road! We have finally found a place to call ours! A place to settle down! A place to call home!"

The crowd cheered once more in celebration. Fists raised high into the air as everyone shouted up towards the grey sky above. People jumped for joy, others hugged one another, some cried. But everyone wore bright smiles. This was the happiest Gunnar has ever seen of his people in a very long time.

"No longer will we be wandering exiles in the cold of Solitas! No longer will we need to worry of starvation, of the cold or of the Grimm! No longer will we risk our lives raiding Atlas's supply convoys or killing loyal soldiers and Huntsmen just to survive! No longer will we live as criminals in the eyes of a corrupt system that dictates us so!" Gunnar then raised a clenched fist. "For over ten years I swore to you all and to all those we have lost that I will find a new life for us all! The life that we wished, not for ourselves, but for our children and their children's children!"

He then waved his hand to the side. "After ten long and arduous years, I! Gunnar Gratt! Can finally uphold the promise I have given to you, all those years AGO!" The crowd roared, his family crying out in happiness.

Gunnar cannot blame them. After so long, after losing so much, they are finally rewarded with this great fortune.

However, there is still one task left to do before they could even begin to settle into their new home.

Gunnar raised his hand for silence. Almost immediately the cheering died down. "I share your excitement, but we still have a lot of work ahead of us! Our new home is not yet ready for us to move in yet! There are still unknown dangers lurking within that mine and we must remain vigilant!" Gunnar said as the crowd heard his words.

He could see it in their eyes. They knew exactly the dangers he was talking about. "The mines have been abandoned for eight years, long enough time for any number of Grimm to move in and occupy the mine! For this, I will be taking our most experienced soldiers along with Captain Maranda into the mine to clear it out!" Gunnar said, already seeing uneasy eyes from amongst the non-combatants. The soldiers on the other hand were wearing expressions of serious resolve, especially amongst the older veterans, Gunnar could pick out amongst the gathered soldiers. Though Gunnar had lost many from his original company throughout the years, those that still remain never wavered in their duty to protect their people.

He will need them for tomorrow's expedition.

"But that is for tomorrow. Tonight there will be another storm. No doubt many of you have already noticed." As Gunnar said those words many amongst the crowd gave small sighs of relief. Many of whom have close relations with the soldiers Gunnar will be bringing tomorrow.

Gunnar swept his gaze over the large crowd. "So tonight rest well and eat a warm meal! Tomorrow we shall claim our new home! Dismissed!" Gunnar shouted, earning a cheer from his people in reply.

Soon the crowd quickly dispersed. Soldiers rushing to their posts, families, and others rushing to the supply trucks and tents to prepare for the night ahead.

Gunnar himself turned to his two closest companions. "Gotta say Pops, you always know how to rile everyone up." Jase said, his eyes holding his usual mirth.

Gunnar crossed his arms with a smile. "Our people needed encouragement. Especially since I'm asking many of our most seasoned soldiers to risk their lives tomorrow." Gunnar then uncrossed his arms and turned back to look at the camp in its entirety. He saw fathers, mothers, brothers, sisters, long time companions sitting with smiling faces, and eating warm meals around heating lamps and campfires.

Everyone is enjoying what time they have with their loved ones. Temporarily forgetting about their horrid past and current strife's if only for a moment.

Amongst the smiling faces were some of the soldiers, his soldiers.

Gunnar couldn't help but reminisce the harsh past and what he put his soldiers through. His original company, loyal and honorable soldiers of Atlas, gave up their futures and risked their lives in following him since that day ten years ago. They have all lost friends, lovers, brothers, and sisters in arms over the arduous years. Every death weighed heavily on Gunnar's shoulders, their names and faces are still seared into Gunnar's very thoughts and dreams. But thanks to those that remain, Gunnar always found the strength to carry their people forward to the promised home that he swore to find.

And now they have found it but must lay down their very lives for one last mission.

The very least Gunnar could do for these soldiers who risked everything to carry their people this far is make sure no one else dies tomorrow.

Gunnar felt a hard tap on his arm, turning around he saw Jase giving him a closed smile. "Don't worry Pops. We will all be fine. We made it this far and not even a mine filled with Grimm could turn us away now." Jase said in an encouraging tone.

Maranda patted Gunnar's left arm, earning his attention. "Everything will be fine. Everyone knows what's at stake. For now, you should take your own advice and get a good night's sleep. It's already dark." Maranda said as she turned away and made her way towards the surrounding tents.

Now that Maranda said it, Gunnar did notice how dark it had become. The already dull grey skies turned an even darker shade of grey bordering on black as the only thing illuminating his very surroundings were the heating lamps as well as the light from the dust lamps hanging from each of the surrounding tents.

Gunnar heard a telltale yawn from the only other person accompanying him. "Well, I'm getting something to eat before hitting the sack. You coming Pops?" His son offered.

Gunnar shook his head. "Go Jase. Enjoy your meal. I believe Daria is on third watch tonight." Gunnar said with a knowing smile.

That earned a laugh from Jase. Never the one to be embarrassed or ashamed with his attempts at womanly exploits. "You know me all too well Pops! Have a good night!" And with those parting words, Jase jogged towards the nearest tents and soon disappeared from sight.

Gunnar let out a soft breath of air as the frigid air helped to cool his thoughts. His people were in high spirits, his soldiers were ready, and he has some of the best companions a man as old as he could ever ask for.

Much is as stake here. But Gunnar and his people have not survived this long on luck and good fortunes alone. This is but the final hill they have to climb before they can truly settle down at the top.

And once they have finally settled down, then and only then will Gunnar put away his weapons for good.

With those final thoughts Gunnar made his way over to the nearest cooking pot, one surrounded by both soldiers and friendly faces alike.

They welcomed him with open arms and happy smiles as he dug into a warm meal.

* * *

Teal was sitting in one of the many trucks surrounding their camp, her Atlesian Rifle resting on the dashboard in front of her and special thermal vision binoculars in hand. The interior of the truck was both illuminated and heated by the small heating lamp on the dashboard near her rifle.

It has been three hours since her commander's rousing speech, one she personally thought was one of his best. She is currently part of the first watch alongside five other squads making sure nothing that goes bump in the night catches them unawares.

Since they were the first watch of the night, each squad of ten soldiers were further divided into pairs and were given posts surrounding their main camp. Teal herself was partnered with her long-time friend Olivia, who is currently away to take a piss break somewhere.

Teal brought the binoculars up to her eyes, trying and failing to peer into the literal STORM of snow that was falling on them tonight. But like the other hundred times she gazed out into the storm, all she sees is a world of black and no warm-bodied figures that her special binoculars can pick up on.

With a foggy huff she placed down her binoculars for what seemed like the hundredth time in the past hour.

"Can't see crap out here." Teal whispered to herself. Night watch is always the worst, especially when a bad blizzard hits. Vision is reduced to mere feet, it is cold as hell even with aura, and they always run the risk of being attacked by roving packs of Grimm.

But this is what she signed up for when she became a soldier. She and every one of her friends who wanted to make a difference for their people.

***Krrt!* "This is -zzzzt- Squad Lea – zzzzt- all soldiers on watch report. Over." **If the cold wasn't enough**, **the storm is messing with their comms again. Simply perfect.

"**This is Wa -zzzzt- One. All clear he -zzzt- . Over."**

"**Watch Two. Nothing on -zzzt- Over."**

"**Watch Fo -zzzt- r. We're clear. Over."**

"**Watch -zzzt- Everything's clear ove -zzzt-. Over."**

Teal picked up the radio from the cupholder beside her and thumbed the side button. "Watch Five here. All clear. Nothing in sight. Any word from the recon squads? Over." Teal asked, wondering what the squads sent to check and watch over the abandoned mining compound are up to.

"**Watch Five. Can -zzzt- repeat -zzzzt- Over." **Teal frown in frustration. "I say again! All clear! Any word from the recon squads!? Over!" She repeated, nearly shouting into the radio.

"**-zzzt- Recon Squads haven't reported -zzzt- yet -zzzzt- Storm is interfer -zzzzt- with comms. Squad's six through te -zzzt- will switch out with us within the next hour. -zzzzt- Over."**

"**Copy."**

"**Copy -zzzt-"**

"**Copy tha -zzzt- ver."**

"**Copy. Over and out."**

"Copy." Teal replied before dumping the two-way radio back into the cupholder. She then stared out into the blizzard, her very mind slowly being killed by the sheer boredom.

*THUNK!*

Teal's head nearly hit the roof of the truck as she scrambled for her gun. She brought the rifle to bear, only to see her soon-to-be-dead friend doubled over laughing outside from the passenger window.

"What the hell Olivia!" Teal shouted at the still laughing woman. Olivia, still coming down from her laughing fits, opened the passenger door, the frigid snow outside invading the truck momentarily before she sat into the passenger seat and closed the door.

"Hooo… You should have seen your face, Teal. It was golden!" Olivia laughed out as she placed her own rifle on her side of the dashboard before taking off her beanie, revealing two floppy dog ears.

Teal gritted her teeth in anger before roughly punching the still laughing faunus's shoulder, earning her even more laughter. "Shut up! We're on night watch and it's pranks like the one you just pulled that will get you shot!"

Olivia came down from her laughing high. "You wouldn't shoot me right Teal? I'm your best friend!" Olivia asked with a stupid grin on her face.

Teal returned the smile with a scowling glare before turning away and bringing her binoculars up to her eyes. "Whatever… We're on duty so keep a lookout."

Olivia gave a exaggerated sigh. "Fine. But it's so boring and cold. Plus there's nothing out here but snow, penguins and more snow." Olivia complained as usual.

Olivia placed down her binoculars, once again seeing nothing but pouring snow. "Well tough luck. We're stuck here until the next watch relieves us in the next hour. So until then use those eyes of yours, you probably see better through this damn storm than these cheap binoculars."

Olivia raised a single eyebrow at her. "What?" Teal asked in a clipped tone.

"Your pretty grouchy tonight. Care to share?' Olivia asked.

"It's my time of the month." Teal simply said, earning her a grimace from her partner. "Oof… do you need-"

"No. Already have it handled."

"How?"

"Tissues."

"Ah… I'm guessing the cold is not helping?"

"Nope. Not one bit." Teal said through gritted teeth, once more bringing up her binoculars.

"Yeah the cold tonight is especially freezing. Luckily, everyone has their aura's unlocked or otherwise we all be frozen solid by now." Olivia said as Teal simply hummed in agreement. Like her, Olivia and the other soldiers, everyone in their large family has their auras unlocked, from the children to the elderly, no exceptions.

This was done out of complete necessity than anything else. Out here miles away from the Kingdoms, commodities such as hospitals, hot showers and tampons are basically non-existent, any injuries or sickness could very well be your last.

Aura negates those problems and increases chances of survival by leaps and bounds. Commander Gunnar made it mandatory for everyone to receive both aura and basic training on how to utilize it and further training for any active combatants and recruits.

Because in the end of the day, survival is all that matters. Atlas's laws of not unlocking aura for civilians can take a dive into a freezing river for all she care.

"Hey Teal look what I got~"

Teal placed down her binoculars and saw a still smiling Olivia holding a bottle of alcohol. Not just any bottle, a bottle of hard Atlesian Vodka.

"Olivia did I ever tell you how much you're my favorite person right now?" Olivia's smile widened even further as she held up two small metal cups in her other hand. "I love you too Teal."

Handing over a cup, Teal watched as her now most favorite friend poured the contents of the bottle into her cup before filling her own.

Teal raised her cup; Olivia matched her gesture. "Here's to us." In a single motion Teal drowned the contents of her cup in one go, feeling the alcohol burn down her throat.

"Fwooo… Now that is what I needed! Where did you get this?" Teal asked, already feeling the alcohol warming her body.

Olivia, just finishing her own cup, gave a squeamish expression from the alcohol. "Ack! *Cough!* swiped it from supply on my way back." The faunus answered, offering the bottle to Teal.

Teal gave her friend a skeptical look as she took the offered bottle. "Really? You went all the way to the other side of the camp to take a piss?" Teal questioned as she poured another drink for the both of them.

Olivia nodded as she brought back her now filled cup. "Yeah. I felt like it. Also no one is going to miss one bottle." Olivia said, bringing the cup to her lips.

Teal held the skeptical look. "Wouldn't the Quarter Master find out? You know he's a stickler about resources."

If Olivia was worried then she either didn't show it or the liquid courage was already taking effect. "Like I said -*Cough!*- no one is going to miss one little bottle."

Teal shrugged her shoulders. "Whatever you say." She said before drowning the contents of her cup.

Olivia reached for the bottle until Teal pulled it out of her reach. "One last cup. We're still on night watch. Last thing we need is give the next pair a show." Teal said, slowly pouring her friend her last cup.

Olivia laughed. "And why not? You'll might finally get laid if you do! God knows you need it." Olivia jabbed as she brought her cup to her lips.

Teal scowled at the faunus sitting next to her. "Says the one who's into men three times her age." Teal jabbed back with a point of her finger.

Her friend choked, coughed and nearly spat out what alcohol was still in her mouth. Her face flushed with embarrassment. "I do not! I just so happen to like men who are experienced!" Olivia argued, her cheeks blushing rosy red.

Teal knew Olivia and all her little buttons to tease her with. She gave her friend a knowing grin as she slowly poured herself her own drink. "Yeah and how's that working out for you? I don't see the commander plowing you into snow just yet."

As predicted the dog faunus lit up and spluttered like a lit firework before shooting Teal a scathing glare. "I'll have you know-"

*THUMP!*

The truck suddenly went silent as Teal looked out the front window to where she heard the noise. "Did you hear that?" Teal asked in a concerned tone as she placed her cup down into the cup holder while simultaneously reaching for her rifle on the dashboard.

Olivia nodded her head, rifle already in hand. "Yeah sounded like something hit the truck. Could it be hail or a lump of snow from the truck's roof? You know how snow sometimes falls from the truck's roof right?" Olivia asked, sharing her own speculations of what they just heard.

Teal shook her head as she tightened her grip on her rifle. "We ain't moving Olivia and it is sure as hell ain't hailing out there." Teal then pulled the bolt on her rifle, chambering a round. "Call it in just in case."

Olivia nodded as she grabbed the radio and thumbed the button. "This is Watch Five to Squad Leader Rogue. We think something's out here, permission to check over?" Olivia reported as she released the button.

**Krrt! "This -zzzzt- Squad Leader Rouge. Per -zzzzt- granted but exercise caution." **

Teal shared a look with Olivia before her friend spoke into the radio. "Copy that. Watch 5 out."

As Olivia pocketed the radio and grabbed her rifle, Teal did a quick check of the gadget on her left arm.

An Atlas Collapsible Ballistic Shield. A mecha-shift shield that is both portable and easy to use. It saved her life on many occasions. Half the soldiers in their family were trained to use one, it's used as a defensive measure against packs of charging Grimm and to give them the edge against Atlas soldiers, droids and Specialists when they attack their supply trucks.

The story goes that their family got lucky on one raid years ago as the trucks contained enough ammunition, weaponry, and other gear that their soldiers are now using to this day. The shields also came with one of the trucks, around a hundred are now in use from what Teal understands.

She also understands that the shield she now has attached to her left arm used to belong to her predecessor. The numerous scratches, either buffed out or left as it is, tells a story of harsh use. Nothing is wasted in their family, everything is either used for other means or handed down.

After checking her shield, Teal placed one hand on the door handle as the other held her rifle.

This was it. Just a simple survey of the surroundings and possibly find whatever made the noise. If they run into Grimm, both Olivia and Teal can retreat and call for back up.

After all, survival is all that matters. It was beaten into them by their superiors.

Teal looked over to Olivia and saw her finishing the checks on her rifle. With a shared nod, Teal placed her hand on the door handle and pushed it open.

**CRASH! **"AAAAAAH!"

Teal had no idea what happened. One moment she was opening the door and Olivia opening hers then suddenly their entire world suddenly flipped on its axis.

Teal cried out in surprise as she fell back off her seat, losing her grip on the door handle as the entire truck seemed to flip onto its side with a horribly loud crash and groan of metal. She heard Olivia also cry out in surprise as Teal's back crashed into Olivia, silencing the faunus as they both crashed onto the passenger door below. Loose items rained down onto Teal as she narrowly dodged the Vodka bottle as it bounced and spilled it's contents all over the passenger door now ground.

Fortunately, the heating lamp survived, laying just beside Teal's head and warming the one side of her face with an almost unbearable amount of heat as such close proximity. If the lamp was broken, especially with all the spilled alcohol, then things will get very warm very fast.

"WHAT THE HELL JUST HAPPENED!" Teal all but screamed out. Her rifle laid haphazardly across her chest, her legs dangling above her as she stared up towards and out the driver side window now above her. She then felt a pair of hands pushing her aside, basically shoving her into the sideways dashboard and passenger footrest.

"Teal! Are you okay!?"

"Yeah! You!?"

"I'm fine! Now get off me! You're crushing me and my hair is getting wet!" Olivia shouted.

Teal struggled to move off of Olivia, something made near impossible due to the small amount of space she has to work with within a truck flipped onto its side. Her right leg kept kicking the truck's manual stick and her back is positioned in a way where her butt was against the passenger seat and her back is arched uncomfortably against Olivia.

As Teal managed to shift herself off Olivia, she searched for the radio, finding it in a pool of spilled alcohol that Olvia is now soaking her hair in, much to the girl's displeasure.

Teal picked up the radio and thumbed the button. "This is Teal! Something hit us! Our truck is flipped over and we're trapped! We need back up!" She then released the button.

"**THIS IS -zzzzt- ! SOMETHING ATTACKED -zzzzt-"**

"**\- A THING GOT JASON!-"**

"**-HELP! WE NEE- OH GOD! IT'S COMING RIG-zzzzt-"**

"**-ELP ME! IT'S -zzzzt- DRAGGING -zzzzt-"**

"**THIS IS SQUAD LEADER FEDRICK! WE'RE UNDER ATTAC-"**

"**SQUAD SEVEN RETREA -zzzzt- SQUAD SE-" **

"**SQUAD LEADER ROGUE IS DOWN! I NEED -zzzzt-"**

"**-WE NEED BACK UP! I REPEAT! WE NE- SHHRRAAAA-zzzt-AAAA-zzzzt-AAAAA-" *Krrrrrrrrrrrrrrrrrr…***

Through the chaos of noise coming out from her radio, Teal can hear the muffled sound of gunshots both coming through the radio and outside of the truck. What was more worrying were the muffled screams, both human and inhuman.

"A Grimm attack!? Now!?" Olivia exclaimed in a frightened tone.

Teal looked at her friend. There was no time to lose. "Olivia! We need to get out of here and-"

**SCRUNCH! **

Teal's eyes widened as three scythe-like blades erupted from the driver seat above, long and wickedly sharp and seemed to curve at a joint, like nightmarish claws. The blades flexed before another set of sharp blades tore through the truck right next to the first set.

It was at this point Teal scrambled for her rifle, struggling to hold it properly in her current position. Soon an ear grating sound of screeching metal shook her to her very core as both sets of claws slowly but surely tore and pried open a hole where the driver seat used to be. Whatever was out there nearly tore the truck in two as the bladed claws darted in and out of the hole's edges, violently tearing through the metal works of the truck's underbelly as if it was made out of cardboard.

The confines of the truck were immediately invaded by a cold gust of wind from outside, snow, and freezing winds poured through the widening hole just above the shell-shocked Teal and the equally silent Olivia. Teal herself shakily flipped off the safety and trained her rifle on the large hole as she heard and saw Olivia's rifle to her left, also pointing at the hole.

Soon the bladed claws stopped, the only noise that could be heard were the howling winds coming outside the hole. Both Teal and Olivia didn't dare to speak much less breathe, they remained silent as Teal steeled her nerves and rested her finger on the trigger.

Soon the previous pair of scythe-like claws clutched both sides of the hole as _something_ made its way into the truck.

Teal's eyes widened; sheer terror ran down her spine at what she saw.

Piercing through the dark confines of the truck's interior are two glowing blood-red eyes staring down right at her. Those burning red eyes were attached to the most horrifying creature Teal has ever laid eyes on. It's massive elongated head covered in smooth brown carapace slowly pushed through the disproportionally small hole, it then brought it's head down near enough for the light of the lamp to show more of it's nightmarish face.

"Ssshhhhhraaaaa…"

Teal's breathing stopped as the Thing's bottom jaw _split in half _to reveal a lipless, drooling maw of needle-sharp fangs. It's burning gaze stared into Teal's very soul. She could not look away much less blink as vicious drool from the Thing's open maw spilled onto her jacket.

***Cha-Chak!***

Suddenly the Thing snapped it's gaze away from Teal and right at Olivia, her gun pointed directly at the Thing's face with shaking hands.

The Thing gave a loud hiss.

Olivia screamed and pulled the trigger.

***TATATATATATATATATATATATATATA!***

"SSHHRAAAAAAAAAAA!"

Bullets pelted the Thing's face as one of it's eyes burst with blood, the sudden flashes from the gun's rapid discharge nearly blinded Teal but also shook whatever shock was out of her system. Immediately Teal aimed her gun at the Thing's large head and pulled the trigger, adding her own firepower with Olivia's.

"SSSHHHHRRRAAAAAAAAA!" The Thing reared it's head back as the bullet's from both their rifles continued to pelt the thing's massive head. The bullets actually ricocheting off the carapace covering the Thing's head while many of their bullets hit the creature's exposed flesh, soon making the Thing bleed.

The Thing thrashed about, shrieking in the throes of pain as the entire truck started to rock violently with the creature's thrashing. Suddenly the Thing brought it's head down, it's maw opened wide as it dove through their bullets and directly towards Olivia.

Teal kept firing at the exposed side of the Thing's head as it bit down on the barrel of Olivia's rifle, nearly swallowing it. Teal for her part kept screaming in terror as she kept pouring bullet down the thing's throat to seemingly no effect. Immediately the Thing bit down and literally _chomped off_ the entire barrel of Olivia's rifle, rendering it useless.

The Thing pulled back before spitting out the barrel in it's mouth as it let loose a blood curling roar directly into their faces. Blood profusely bled from it's open maw and countless bullet wounds like a broken tap, spilling all over Teal's and Olivia's faces.

It's one remaining eye glared hatefully at Olivia before diving straight for the frightened faunus. Teal, with only seconds to spare, jammed herself right back on top of Olivia and raised her left arm, extending her shield.

*THUMP!* "SHHRRAAAAAAAA!"

The Thing roared as Teal held against it's overpowering weight. Her fully extended shield covered her entire upper body as it was the only thing between her and the thing trying to kill them.

"TEAL WHAT DO WE DO!?" Olivia screamed as the Thing continued to scrap and bash it's head against Teal's shield. Teal couldn't think of anything, her rifle is empty and was jammed between her chest and shield, their grenades would be downright suicidal, and Teal didn't want to try her luck using her knife against this thing.

Teal looked around, trying to see if she could reach for the radio to call for back up until her eyes laid on the half-filled Vodka bottle and the heating lamp laying in the pool of alcohol.

Suddenly she has an idea. "OLIVIA! GET THE BOTTLE! I'LL GET THE LAMP!"

Immediately Olivia's arm shot out and grabbed the bottle, Teal moved the shield out of the way as Olivia smashed the bottle on the Thing's face, shattering its contents all over the Thing's head.

The Thing let loose another roar as it started smashing it's head against Teal's shield with even more vigor, crushing Teal and Olivia under the force of it's assault.

Teal, struggling to free her right hand, managed to slip her hand from underneath her shield and desperately reached for the lamp.

"SHRAA!" "AAAAAAAAAAAAAH!"

Teal screamed out in pain as the Thing bit down onto her arm, seeing it poking out from the safety of the shield. Her aura visibly flared as the Thing bit down even harder and started jerking it's head violently, nearly throwing Teal around the confines of the truck. Teal's aura held but her arm feels like it's being crushed in a vice and nearly dislocated. She could FEEL her bones bending under the thing's powerful jaws as she desperately tried to wrestle against the Thing's hold on her.

However, through the pain, Teal saw her chance. She immediately collapsed her shield before grabbing her spent rifle in her left hand. She then pressed the barrel against the Thing's remaining eye.

The Thing saw what she was doing as it suddenly released her arm. Her bluff worked!

With her arm now free, Teal quickly grabbed the heating lamp and swung full force directly at the Thing's face, just as it dove down to tear into her.

SMASH! "SHHRRAAAAAAAAAA!"

The effects were immediate. The lamp shattered all over the Thing's head, igniting the fire Dust held within as the alcohol covering it's head immediately caught fire, engulfing the Thing's entire head in roaring flames.

"SHHRRAAAAAAAAA!" The Thing roared, thrashing around as the fire continued to burn it's face. Teal extended her shield to protect her and Olivia from the flaming monstrosity.

Suddenly with a horrible wrenching sound of bent metal the Thing pulled itself back out the hole completely, it's roars and the light from it's ignited head can still be heard and seen.

Teal wasted no time before collapsing her shield and ripped off the empty clip of her rifle before slapping in a new one. She pulled the chamber back before pointing the rifle at the front window. "LET'S GET OUT OF HERE!" Teal shouted as she sent a single burst of bullets into the front window, shattering the glass.

With their escape now clear, Teal quickly crawled and squeezed her way out of the truck through the open window. She stood and quickly turned around to pull Olivia out from the truck.

"LET'S GO!" Teal urgently shouted as she pushed Olivia in front of her before the both of them started running into a dead sprint through the parked trucks and towards the camp. Teal didn't dare look back, too afraid to see if the Thing is coming for them or not.

"WHAT THE HELL WAS THAT THING! THAT WAS NOT A GRIMM!" Olivia hysterically screamed as they continued to run in between the trucks.

Teal didn't answer, all that was on her mind is to get as many guns between her and that THING as possible. As they quickly exited the maze of trucks Teal finally laid eyes on the camp.

Fire raged uncontrollably throughout the camp. The pitch-black sky gave way to the bright amber and orange glow of the fires, screams of the frightened and dying could be heard amongst the gunshots, figures both human and inhuman darted between the tents or fell upon one another.

Their camp was burning.

Teal stood shell shocked at what she is seeing. But she was soon shaken out of her shock by Olivia. "Teal! There's something behind us!" Olivia said in a frightened tone, her eyes directed at something behind them.

Teal looked behind her but saw nothing. Nothing but falling snow and the pitch-black darkness surrounding their burning camp.

Then she heard it. Through the roaring fire behind her, through the screams and shouting of their people, she heard what sounded like a roaring avalanche all around her accompanied by a chorus of shrieks too inhuman to belong to any beast or even Grimm.

Then out of the darkness, they came. A tide of tooth, claw, and glowing eyes. Teal had no chance to scream as they fell upon her.

* * *

"SSHHRRAAAAAAAA!"

"RAAGH!" Gunnar roared as he broke the deadlock and slammed Eldur's axe blade into the face of the monstrous serpent that towered before him. The blade bit deep but the creature still lived, roaring out in pain as Gunnar quickly released his hold on his weapon.

As the serpent monstrosity thrashed it's head in pain from the weapon still embedded in it's head, Gunnar gripped his other axe, Kalki, with two hands and swung full force at the serpent's head.

***CRACK!* **"SHRRAA!"

With a bone-crushing strike, Kalki's hammer smashed the massive serpent into the ground. Gunnar then spun Kalki to its bladed side and swung full force down onto the monster's head. The axe came down like an executioner's blade, cracking through carapace and slicing halfway through the serpent's head stopping at the bone. The Serpent let loose another pained roar before Gunnar quickly wrenched the axe out and brought it swinging down two more times onto the serpent.

By the third hit the serpent stopped moving, only the occasional twitch of it's scythe-like claws were noticed. Gunnar wretched Kalki out of the creature's head in a spray of blood before doing the same with Eldur, crimson red blood stained both of his axes.

"Is the monster gone?"

With both axes in hand Gunnar quickly turned to the two children coming out of the tent behind him, their frightened eyes grew wide as they saw the serpent's still bleeding corpse. "Don't worry, the monster can't hurt you!" Gunnar said as he tightened his grip on his axes. "We must go! Stick close to me! No matter what happens don't leave my sight!" Gunnar shouted.

"W-What about mommy! The monsters took mommy!" The smallest asked with a frightened expression.

Before Gunnar could speak, the tent behind the children was suddenly torn aside as another monstrous serpent appeared with a bellowing roar.

The children screamed as the monster raised it's left claw. Gunnar quickly activated Kalki, it's runic engravings glowing bright blue, before throwing it full force at the serpent. The axe spun through the air before hitting the dead center on the creature's chest.

***CRACK!* *CRACK!* *CRACK!* **"SHRRRAAAAA!" The monstrous serpent roared as it's body is then suddenly encased in a prison of ice.

Gunnar then flicked his wrist as his vambrace and the handle of Kalki glowed bright purple. Suddenly the axe dislodged itself from the prison of ice and flew back into Gunnar's open hand.

The ice will not hold for long. He quickly pointed his axe towards the camp center. "RUN! I'll follow you!" Gunnar urgently said to the children. Already he could see the ice breaking as the serpent managed to free one of it's deadly claws.

"RUN! NOW!" Gunnar shouted as the two children scrambled onto their feet and ran. Gunnar followed closely behind them, making sure to slow his speed to match theirs.

Gunshots and screams rang all around them as the camp burned, illuminating the horrible events that are now occurring for all to see. Accompanying the noise are the roars of an untold number of those damned serpent monstrosities.

In all of Gunnar's years, he has never seen anything as nightmarish as those serpents. The Grimm despite their appearance looked similar to the animals that populate this world or mythical creatures of children's stories.

But these serpents. Gunnar can say with complete and horrifying confidence that these THINGS are not Grimm, nor any creature or beast Gunnar was familiar with.

They were something else entirely. Never before seen. And that's what scared him.

"AAAAAAH!" The children screamed as a serpent crashed through a tent from their left and into their direct path, knocking over and shattering a heating lamp that set the demolished tent on fire.

"HELP ME, COMMANDER! HELP ME!"

Gunnar was the first to notice a soldier held by the shoulder in the Serpent's fanged maw. The soldier desperately reaching out to Gunnar with his free hand as blood seeped through where the pauldron was pierced by the serpent's fanged teeth and soaking through the fabric of the soldier's coat. The creature eyed Gunnar before darting in the other direction, it's captive still desperately screaming for help in the distance.

Gunnar wanted to desperately give chase. To rescue the doomed soldier. But the children in front of him took priority, he can not abandon them.

"KEEP MOVING! DON'T STOP!" Gunnar shouted over the chaos as he pushed the children once more into a run. The children ran as fast as they could, the smallest one crying and calling out for their mother.

Along the way, Gunnar had the horrible opportunity to view his immediate surroundings. All he saw were burning tents, soldiers shooting at towering serpents, others being dragged away by the vicious serpents, and many more running around in complete panic before being set upon by the very monsters they were trying to run away from.

And the bodies that were left on the ground. Some of which were soldiers, too many were those who could not fight back.

A scant few of those he saw noticed him and ran to join him in the vain hope of surviving or calling out to him for help.

Most of those who came to him were immediately set upon by serpents when their backs were turned and dragged away screaming. As for those who called out to him, they were either dragged away before Gunnar could do anything or Gunnar could not afford the risk of leaving his charges.

What was once just Gunnar and the two children quickly became a small group of four soldiers and three more of their people needed escorting. Two more children and an elderly woman.

"KEEP MOVING! WE'RE ALMOST THERE!" Gunnar urged from the rear of the group. The soldiers covered both flanks, pacing themselves with the four children and the elderly woman who is desperately trying to run as fast as she can.

Suddenly the woman fell onto the ground with a pained yelp. "Grandma! Grandma!" The entire group came to a halt as one of the children, a young boy, ran back to the fallen woman.

The soldiers quickly set up a defensive circle, rifles at the ready with shaking hands and frightened faces. "Get up! We have to keep moving!" Gunnar shouted at the woman in an urgent tone.

"I can't! My leg! Just get my boy and the children to safety!" The old woman said, waving her hand for them to move on.

"Grandma no! Get up!" The same child cried out. Desperately pulling on the old woman's arm, the other children huddled closely nearby.

One of the soldiers, a young man, quickly slung his rifle over his shoulder. "SIR! I'll carry her! Just kee-"

"LOOK OUT!" Gunnar shouted as he shot forward and shoved the soldier to the side before barely blocking the claw that was aimed to take the soldier's head.

Gunnar gritted his teeth as his axes deadlocked with the serpent's single claw. The serpent let out a loud hiss before raising it's other claw.

***TATATATATATATATATATATATATATATATA!* **"SHHRRAAAAAAA!"

Bullets pelted the serpent's massive body as Gunnar wretched his axes from the serpent's claw and leaped back to defend the group. The three other soldiers kept firing at the serpent, their concentrated fire hitting their mark and making the monstrous serpent bleed and thrash in the throes of pain.

The serpent let loose another bellowing roar as it dipped it's massive crown-shaped head, two noticeable pores on it's head flared open.

*TH-TH-TH-TH-THWIP!* "AARRRGH!"

Gunnar watched as the soldier to his left was launched off his feet and knocked onto the ground. His aura flickered and disappeared as three barbed spines were embedded deep into the soldier's chest, killing him instantly.

The children and the old woman stared aghast at the dead soldier, the three remaining soldiers as well as Gunnar himself had seconds to digest what just occurred.

"HOLDEN!" Another soldier shouted as the concentrated fire suddenly stopped. Two of the soldiers stopped to reload their empty rifles while the one that was previously thrown to the ground by Gunnar ran towards the down soldier.

However, this momentary distraction was all the serpent needed as it roared and aimed it's head at another soldier desperately reloading his rifle.

"RAAAAAAAAGH!" Gunnar bellowed out as he charged the serpent, rapidly spinning Eldur and Kalki by the strap as he bodily put himself in front of the massive monstrosity.

His actions had the intended results as the horrendous serpent turned it's attention away from the soldiers and towards him. It let loose another roar before firing another burst of deadly projectiles straight at Gunnar.

Gunnar swept one of his spinning axes in front him, the first projectile he managed to deflect with Kalki but the force behind the projectile nearly tore his axe from its strap, flinging his left arm wide away. The rest, four in all, slammed against his body and aura with a force of a high caliber bullet, nearly sending him tumbling back.

Gunnar quickly placed his right foot behind him and kicked off, righting himself and leaping the last bit of distance towards the serpent. Axes spinning in his hands as he swung both weapons full force down on the serpent's head.

**CLANG! **"SHRRRAAAAAA!"

Gunnar gritted his teeth as he pushed with all his strength against the serpent's monstrous claws. They were once again deadlocked, but Gunnar was quickly losing ground. This thing was too strong as it slowly but surely pried his arms apart to give Gunnar a full closeup view of it's nightmarish face.

"SHRAAAAA!" The serpent roared, sending spittle and foul-smelling breath into Gunnar's face.

"COMMANDER!" One of the soldiers behind him yelled.

"GO! TAKE THE CHILDREN AND WOMAN AND GO! I'LL BE RIGHT BEHIND!" Gunnar shouted as he reactively moved his head to the side, dodging a vicious bite.

"GO! THAT'S AN ORDER!" Gunnar roared out, dodging another bite. The serpent reared it's head back for another bite, but Gunnar gave a growl before smashing his forehead as hard as he can against the serpent's own sending the abomination reeling back with small cracks on it's carapace covered head.

Gunnar shook off the small concussion as he wrenched his axes from the serpent's claws and spun both to their hammer side. He then activated both Eldur and Kalki, their runes glowing bright orange and blue respectively before cracking a fiery strike across the serpent's face.

The serpent reeled from the strike, it's face scorched from the fiery hammer blow as it's left mandible was horrifically deformed. Before the serpent could recover Gunnar roared as he slammed Kalki across the other side of the creature's face in an explosion of frost.

Right, left, right, left, right, left, Gunnar kept the serpent on the backpedal, slamming his weapons in tandem over and over until the serpent's head resembled a frozen scorched mess. With a final bone crushing uppercut with Eldur and a skull-crushing hammer strike from Kalki, the massive serpent crashed onto the snow-covered ground, motionless.

Gunnar took a moment to breathe. The sound of gunfire and beastly roars filled the air around him, reminding him that he had no time to waste idling.

He turned, seeing that the group left without him on his orders. Good, they should be at the camp center where everyone else is hopefully is.

Gunnar with his closest aides made contingency plans in times of crisis. One of which is if their camp was ever under attack or surrounded then everyone must make their way to the camp center and break out as a combined force of arms.

Gunnar stormed his way towards the camp center, dodging through burning tents, the bodies of the fallen, and the still corpses of those damnable serpents. As he drew closer to the camp's center, the sounds of gunshots, roaring serpents, and orderly shouting grew ever louder.

Gunnar came bursting into the camp center. What he saw brought both a spark of hope and a great deal of worry.

Soldiers wielding extendable ballistic shields created a large defensive perimeter with more soldiers standing behind them firing their rifles at any serpents attacking their position. The shield wall provided cover for the soldiers and squad leaders as they held off the serpents. Gunnar noticed a hastily stacked barricade of crates and boxes in the very center of the defense. This barricade is surrounding those who could not fight as two soldiers are manning the two heavy machine guns, the rapid staccato of their bullets sprayed into any serpent that attacks their lines.

Gunnar also noticed more of their people rushing in from all over. Some made it pass the shield wall, others were not so lucky as Gunnar saw a man trip and fell mere meters away from the shield wall as the serpent chasing him caught up and bit down on the man's leg and quickly dragged him away screaming in desperation.

This occurred all around the defensive perimeter. Serpents were either chasing down and dragging away more of their people or attacked the defenses directly and were met with a concentrated barrage of bullets.

The soldiers still defending the center gave him hope but at the same time, the number of soldiers and non-combatants disheartened him. There were so few left.

"GUNNAR LOOK OUT!" A familiar voice shouted out to him as two arrows soared directly above his head.

"SHRRRAAAAAAAAAA!"

Gunnar quickly spun around and saw a serpent directly behind him thrashing it's head from side to side with two arrows embedded in it's eyes, a high pitched whine could be heard before it stopped completely.

***Boom!***

The arrows exploded, taking the entirety of the serpent's head in the ensuing explosion. Blood and gore sprayed all over Gunnar as the now headless serpent crashed onto the ground before him.

"GUNNAR! GET OVER HERE NOW!" The same familiar voice shouted to him again.

Gunnar turned and sprinted towards the shield wall. The shields in front of him immediately parted and closed quickly behind him as he rushed through. He then quickly made his way over to the barricade, the familiar face of the one that saved his hide greeted him.

"Thank you for the save Maranda! Are you alright!? Where's Jase!? Where is my son!?" Gunnar asked as he took in his friend's current appearance. Suffice to say Maranda looked worse for wear. Her coat was torn in places, soot and blood stained her clothes and face, and her quiver looked to be running low on arrows.

Maranda gave a quick nod. "I'm alright! Jase is here helping with the defense! I've managed to gather as many of the survivors here and set up a perimeter defense! Dr. Harrison is treating the wounded in the barricade, but as you can see more of our people are coming in and these things are relentless!" As if to reinforce her point a section of the shield wall behind Maranda was nearly sent flying back as a serpent charged straight through the shields and the soldiers wielding them. The serpent then let loose a bellowing roar as it brutally launched one soldier into the air with a backswing of it's arms before nearly eviscerating another with it's return swipe.

Soldiers wielding rifles poured into the single serpent, the monstrosity reeling back from the retaliatory attack. Bullets pelted the creature, ricocheting off of it's carapace covered head as the surrounding soldiers slowly advanced on the serpent.

Suddenly the serpent let loose a bloodthirsty roar as it suddenly charged through the hail of bullets towards the nearest group of soldiers at incredible speeds. The soldiers in question tried to quickly backpedal but were too slow as the 12-foot monstrosity was upon them, batting away two soldiers like ragdolls as they came crashing into the barricade and knocking out one of the heavy MG's. Immediately the monstrosity slashed another nearby soldier across the waist, shattering aura and in a gruesome display bisecting the soldier completely in half.

It then bore down on the final soldier as the soldier fell onto his back as he desperately fired his rifle into the creature above him. The serpent raised a single deadly claw high into the air to end the soldier's life.

Before Gunnar could charge the serpent, he then saw Jase charging straight towards the serpent with a war cry, dragging his long sword behind him. The serpent turned towards his son, letting out a loud hiss and swiped the same deadly claw to take Jase's head as he closed into melee range.

Jase quickly ducked the swipe before bringing his sword upwards towards the serpent's exposed neck. The blade sliced across the serpent's exposed neck as blood poured from it's fresh wound. The serpent let loose a pained cry, however, the serpent did not slow down as it sent a brutal sideways swipe that Jase barely managed to block in time, launching the young man into the backs of the nearby soldier's holding the shield wall.

The serpent moved to chase the swordsman but is then met with a concentrated rifle fire of a dozen soldiers including two squad leaders, Squad Leader Aqua with her Dust whip and Squad Leader Fendz with his ballistic tonfa. The serpent engaged the two squad leaders while the surrounding soldiers kept their distance and used controlled fire to cover the two squad leaders.

The serpent went into a frenzy, thrashing, and swinging it's deadly claws at the two squad leaders, however, the squad leaders in question were dodging and ducking the serpent's attacks all the while sending their own attacks at the monster. The serpent seemingly tanked all that came at it but Gunnar began to notice the monster slowing down as it thrashed around in the throes of pain as the bullets and Dust pelted it's massive form.

Maranda knocked two more arrows, aimed, and fired. The arrows soared through the air towards the serpent, the arrows hitting true as the serpent let loose another bellowing roar at the arrows now embedded in it's eyes. As the serpent wailed in pain, the two squad leaders started to barrage the creature with as many attacks as they could. Aqua slashed her whip across the serpent's body, leaving open cut and frozen flesh. Fendz started to wail into the serpent, sending crushing blow after crushing blow against the serpent's massive form.

However, they didn't have the killing power to put down the serpent for good. Even blinded and taking a tremendous amount of fire from all over, the serpent refused to fall, knocking Fendz into the ground with a surprise swipe and nearly taking off Aqua's head.

Gunnar was about to intervene until he saw Jase charge to the serpent, sword at the ready.

"OUT OF THE WAY!"

Blinded and momentarily distracted, Jase charged the serpent while it was under fire. The swordsman then twisted the handle of his sword, the edge of his blade as well as the single grey band along the blade's length glowed a burning orange as the snow just below where the blade's tip met the ground started to melt.

As soon as Jase neared the serpent, the soldiers ceased their fire and the two squad leaders leaped back, giving Jase but a single moment to strike the creature before it could recover. Jase took that chance, swinging his glowing blade upwards towards the creature's ribcage. The sword cut into the serpent's side with a loud hiss of cauterized flesh as it seared it's way up into the serpent's body through the momentum of the swing alone and coming to a stop halfway up the creature's ribbed chest.

The serpent roared out a pained filled cry drowning out the loud hissing of cauterized flesh as it finally slumped lifelessly forward, threatening to crush Jase under it's weight.

Gunnar sprinted forward and held up the creature's massive head before bracing his shoulder against the serpent. "I got you!" Gunnar yelled as he bore the weight of the dead bleeding serpent, giving Jase enough time to pull his sword from it's chest and deactivating the blade.

With a grunt, Gunnar threw the heavy body to the side as Jase wiped the blood off his face. "Pops! You're alright!" Jase said in a breathless tone. Gunnar saw that Jase's clothes were still holding together but stained with a copious amount of blood as well as his face. "Are you alright son!?" Gunnar asked, his stern tone laced with concern.

Jase nodded. "I'm fine! But I hope you got a plan because we won't be lasting much longer with attacks like this!" Jase said, pointing to the dead body of the serpent.

Gunnar nodded. "How many currently are here!?" Gunnar asked, looking at the soldiers and the few squad leaders surrounding them.

Maranda answered. "Portions of squads four, eight, eleven, thirteen, fourteen, sixteen, eighteen, twenty, seventeen, twelve, seven, and nine are here! The other squads didn't make it! As for everyone else, those who are able to are already joining in the defense. All that is left in the barricade are children and those who cannot physically or mentally fight…" Maranda looked over to the barricade of crates and boxes, Gunnar could see how many had actually made it and it was disheartening of how many he could actually count.

Gunnar has nearly half his soldiers, every able-bodied man and woman is currently part of the defense leaving only elderly, children, and the injured amongst the barricade. However, despite nearly half his fighting force defending this position, many more of their people are either being taken by those serpents or lay dead all around the camp.

He must come up with something fast. Their people will not last any longer at this rate.

"How many shields and rifles do we have!?" Gunnar asked, surveying the shield wall surrounding him. Each soldier forgoing their own rifles to brace their shield with both hands against the physically stronger serpents.

"I don't know!? Roughly sixty shields and thirty to forty rifles!? Barricade has ammo but that won't last long and we are limited on Dust grenades!" Jase answered in an exasperated tone as Maranda suddenly drew and fired off a quick arrow. There was a pained roar above the noise of battle.

"We still have more of our people fleeing to our position and those still hiding in the camp! We can't leave them out there!" Maranda reminded, loosing another arrow at another serpent.

Gunnar nodded. Fully grasping the situation at hand and what they need to do. "Contingency Plan C!" Gunnar told them, their eyes widening temporarily before turning serious. Contingency Plan C is the last resort plan for when their people are faced with complete annihilation with no means of direct escape. They gather whatever is left of their fighting force and make a breakout. Lives will be lost but if Gunnar could save some of his people from complete annihilation then he would gladly risk his life to take it.

"Gunnar! There are still more of our people out there! We can't abandon them!" Maranda exclaimed. She knew exactly what the plan entails and the consequences if they were to fail.

"I know Maranda! I want you to take two squad leaders and find as many of our people still out there! Don't stray too far and return back as soon as you can! We'll hold the defenses until you returned!" Gunnar promised.

Maranda hesitated before firmly nodded her head. "Alright! Give me as long as you can buy!" Maranda said as she ran off. Gunnar watched as she grabbed squad leaders Aqua and Fendz before leading them over the shield wall and disappearing completely amongst the tents surrounding the defenses.

Gunnar turned to his son who is waiting for his own orders. "Jase! I need you to hold the defenses! Those serpents can easily break our lines but are currently prioritizing hunting down our people still within the camp! If you see any serpents approaching our position, I want you to either kill them or drive them away! We can't afford any more casualties so don't take unnecessary risks!" Gunnar ordered the young swordsman, leveling a serious glare on his son.

Jase gave a solemn nod, twisting the handle of his sword as his blade glowed once more. "Yes, father!" Jase replied before sprinting towards a section of the shield wall about to be charged by two serpents, shouting out orders at the nearest soldiers to focus on the first serpent while Jase engaged the second directly.

Gunnar took a moment to take in the current conditions of the surrounding soldiers. They were holding but he could see the desperation and fear in the way most of them stand and in the way they handle their weapons. Even amongst some of those he recognized as seasoned veterans, he could see fear has gripped their bodies and it would take little to shatter their fragile morale.

Gunnar could not blame them; these serpents are unlike anything they have ever faced before. These monstrosities' very appearance is more nightmarish compared to the Grimm as if they are something not of this world. A single serpent is by far stronger and deadlier than the average Beowolf and is as large as an Ursa standing at full height. These creatures also seemed inured to small arms fire as Gunnar watched as a serpent dragged away another one of his people whilst being poured into by a dozen different rifles. The bullets did almost nothing to slow the serpent, only making it bleed as it quickly slithered off with another abducted soul.

The only reassurance that Gunnar had that these serpents can be killed are the still bleeding corpses that lay all around and within the defensive perimeter. But despite the number of dead bodies strewn all around, more still came as even more of his people are either taken away or slaughtered if they resisted.

It brought no measure of comfort knowing what unknown fate befell on those being taken. It was clear these nightmarish serpents are prioritizing taking his people alive rather than killing them, something that made these monsters more frightening than the Grimm.

Through the fire and chaos that was the desperate defense, Gunnar took a deep breath. "SOLDIERS! STAND YOUR GROUND! WE MUST DEFEND THIS POSITION! WE NEED TO BUY TIME TO SAVE AS MANY OF OUR PEOPLE AS WE CAN! LET NONE OF THESE ABMONIATIONS BREAK OUR LINES!" Gunnar exclaimed to the surrounding soldiers.

"**HOORAH!" **The nearest soldiers shouted out in unison. Like a wave, Gunnar saw soldiers reaffirming their positions as squad leaders shouting out orders and directing rifle fire at any approaching serpent.

Despite their current situation, they were holding the perimeter as the serpents were attacking them by the handful, no doubt too busy hunting down the remaining survivors still amongst their large camp.

However, despite their relatively low attack numbers, these serpents more than showed Gunnar just how deadly and relentless they truly are. A single serpent alone takes up to nearly over a dozen soldiers to take down, they are seemingly inured to pain which makes them terrifyingly tenacious.

Suddenly to Gunnar's left, three serpents tore through the burning tents and roared at the wall of steel as over a dozen rifles roared back in kind. Through the hail of bullets pelting their massive forms, all three serpents dipped their heads in unison, pores flaring open.

Gunnar's eyes widened as he rushed to the soldiers. "TAKE COVER!"

But it was too late. The serpents fired off a volley of deadly projectiles directly at the shield wall. Five of the shield-bearing soldiers holding that section fell back screaming as the volley tore through their ballistic shields and hit few of the soldiers behind them, including Gunnar. He felt a projectile slam into his left pauldron, his aura visibly flaring to absorb the hit as he was forced to take a step back or risk falling from the hit.

Gunnar then watched in mute horror as auras flared and disappeared amongst those who were hit. One soldier on the ground screamed profanities holding his bleeding shoulder, a single barbed spine embedded deeply into his shoulder, nearly severing the arm entirely.

Another soldier was not so lucky. Three barbed spines pierced deep through the soldier's chest plate and into the chest, the soldier's unblinking eyes stared blankly into the snow-filled sky as his hole-ridden shield lay beside him.

The injured soldiers were quickly dragged back to the barricade by their fellows as over a dozen soldiers as well as three squad leaders recovered from the vicious attack and fire back at the three serpents. One of the serpents died to a well placed shot by Squad Leader Crimson's sniper rifle, the second was killed by a trio of grenades while the third quickly turned and fled back into the camp.

Gunnar surveyed the damage caused by the attack. three soldiers horribly injured and two dead, the rest were saved by their auras. He then surveyed the field around him from his position near the barricade. He heard pained screams from behind as he spun and just missed four serpents retreating amongst the tents. Five more soldiers laid unmoving on the ground while the others either recovering or rushing to the scene scrambled to close the opening in the shield wall or helping the wounded.

Gunnar heard more screams all around as serpents came popping in and out from the surrounding tents only to send a volley of deadly projectiles to scatter sections of the defenses before retreating. More soldiers either injured, shaken, or dead laid about on the snow-covered ground as other soldiers are forced to pick up the discarded shields torn with holes in order to fill in the gaps.

Gunnar's eyes widened as he reactively ducked as a flurry of spines whizzed over his head. He heard more screams as he saw four of his squad leaders, Hedrick, Crimson, Sam and Locke fall onto the ground with pained screams as their aura's fizzled and disappeared completely.

A horrible realization dawned on Gunnar. _'These things are testing our defenses!? They're strategizing!'_

This did not bode well for Gunnar's people. The Grimm in comparison are mindless, they will kill without mercy or reason. Even particularly older Grimm can strategize and learn to a limited degree but will still mindlessly slaughter like any Grimm.

These serpents on the other hand were moving with an intelligence, dare he say, on a human level. The evidence was there, testing their defenses with ranged attacks at many different points, aiming at their chain of command including himself and retreating immediately before any form of retaliation could be used.

These serpents are either highly intelligent individually or a highly intelligent alpha variant of these serpents is guiding them. Gunnar is leaning more on the latter as the behavior and distinct lack of self-preservation of these serpents shows that the latter is the most possible option. No intelligent creature would risk their lives without good reason, which may explain why he and his people have yet encountered such a creature intelligent enough to organize this attack.

Gunnar looked around and soon noticed a soldier sitting on the ground with their knees to their chest and hands pressing against their hood where their ears are underneath. Shaking and screaming at every gunshot or serpent roar.

Gunnar stared down at the soldier. He has led enough soldiers to their deaths to know when a soldier has finally lost hope and have lost the heart to fight, leaving them a broken mess desperately trying to wish away the dangers. He watched too many soldiers, fresh recruits and seasoned veterans alike be reduced to such a state. Everyone has a breaking point, and in their current situation, many more will reach theirs soon enough. This soldier he was looking at will not be the last.

But that does not mean Gunnar will not stand idly by and let his soldiers lose hope. Their people cannot afford that, especially now.

Gunnar grabbed the soldier by their armored chest plate, startling them and forcefully lifting them up to their feet. "SOLDIER!" The soldier, a young woman stared at him wide-eyed and shaking as her hood slipped from her head to reveal two distinct cat ears. "What is your name soldier!?" Gunnar shouted, looking right into the eyes of the woman before him.

The young soldier was hyperventilating and crying tears.

"WHAT IS YOUR NAME!?" Gunnar demanded once more.

"NOIR!" The woman cried out.

"NOIR! WHAT IS YOUR DUTY!"

Noir's eyes darted all around in confusion, trying to find the answer. "I-I don't-"

Gunnar shook Noir. "WHAT IS YOUR DUTY SOLDIER!"

Noir wide eyes stared directly into his own. "T-To prote-"

"LOUDER!"

"TO PROTECT OUR PEOPLE!" Noir cried out.

Gunnar schooled his expression to a stern look. "Noir! Will you uphold your duty!?"

Noir frantically shook her head. "I-I CAN'T! I-I'M SCARED! I'M SCARED!" Noir confessed, her pleading eyes streaking tears down her face as her cries are drowned out by the surrounding noise of battle.

Gunnar let go of her armor before firmly placing both hands on Noir shoulder's, forcing her to look at his eyes. "IF YOU DON'T FIGHT THEN YOU WILL DIE! IF YOU DON'T FIGHT THEN OTHERS WILL DIE!" Gunnar shouted out, driving the point. Noir's breathing started to calm down but was still heavy, her eyes widened at what Gunnar just told her.

"You are a soldier of our people Noir! You have the resolve and courage to stand against the Grimm! You will have the resolve and courage to stand against these creatures! Will you stand in the defense of our people!?"

Hesitation, fear, and indecisiveness held the soldier's words back. "WILL YOU STAND!?"

"Y-YES!" Noir shouted back; her eyes still held fear but Gunnar could see determination. Her courage has been rekindled.

Gunnar nodded. "Good! I need you to notify the other squad leaders that Plan C is in effect! Do you understand!?"

"Y-YES SIR!" Noir stuttered. Gunnar gave a curt nod before picking the young soldier's rifle from the ground and placing it into her hands. "Carry out the order! I'm depending on you!"

Noir gave a salute before rushing off to carry out Gunnar's order. Gunnar immediately brought his attention back to the defense at hand. The serpents were still attacking, some charging through the shield wall only to be focused down by rifles or dispatched by the still-standing squad leaders. However, many more serpents continued to test his defenses, attacking and retreating in irregular intervals as sections of the defense buckled under these deadly attacks.

More of his people are rushing in from all around. Soldiers escorting non-combatants quickly joined in the defense, those carrying their loved ones in their arms rushed through the chaos to safety, and lastly those who came bloodied and injured rushed desperately past the safety of the shield wall.

Gunnar turned to the barricade. Some of the non-combatants are assisting Harrison, their people's doctor, to treat the injured using whatever supplies they had on hand to desperately heal the wounded. However, more and more wounded started crowding the barricade, most of whom are soldiers that were part of the defense.

Gunnar then looked at the surrounding camp beyond the shield wall. In the distance through the falling snow and burning tents, Gunnar's eyes caught the familiar figure of Maranda leaping and darting through the tents with the two other figures right behind her. Gunnar is then reminded why they are holding the defenses; he hopes Maranda returns soon or else their people will succumb to these monstrosities soon enough.

Gunnar trusted her to do her part. They must save all they possibly can.

"FATHER!"

Gunnar immediately turned to his left and is met with Jase supporting a wounded soldier. Two people from the barricade came rushing out to relieve the soldier from Jase's arms. "Father! Those things! They stopped coming!"

Gunnar didn't reply, immediately surveying the defenses and their immediate surroundings. The sudden absence of gunshots and roaring serpents was replaced by the howling winter winds and the soft roar of their still burning camp.

As Jase said, the serpents are nowhere to be found. They were nowhere to be seen or heard. And that what worried him the most.

A nervous silence descended on the defenders as the tension slowly built amongst the weary soldiers. All the soldiers were on edge, shields held firmly, rifles scanning the immediate area for any more attacks, and a few of the remaining squad leaders looked to Gunnar in an unspoken question of 'what should we do?'

Gunnar also noticed during the time of sudden silence that there were no more of his people escaping to their defense. That very thought worried Gunnar more then it brought relief as he gazed at the roaring fires still consuming the camp. The surrounding fires noticeably dying down as darkness slowly descended on the defenders, reducing their range of vision.

Gunnar did not like this at all. The serpents had them in a desperate last defense and Gunnar had no idea as to their true number. There could be hundreds waiting to attack them unawares and they clearly have shown to be both ruthless and relentless.

Gunnar wanted to think that these serpents got what they needed and left, that their defenses held and drove off the serpent horde. But his gut says otherwise as the question of why these serpents stopped attacking plagued his thoughts. If his earlier theory about the intelligence of these serpents was correct, then the serpents may have deliberately retreated and are planning something. Something that does not bode well for the remnants of his people.

The soldier's stayed firmly in formation, either expecting a sudden attack or too afraid to break off from the defense. "Father... What should we do?" Jase asked, his tone and face filled with worry.

Gunnar looks to his son before observing the soldiers and squad leaders around him, some of which are looking to him for directions.

With a deep breath, Gunnar opened his mouth to address his soldiers.

"**SSKKKRREEEEEEEEEEEEEEEEEEEEEEEEEEEEEEIIIIIIIIIII!"**

Gunnar nearly choked on his words. Piercing through the howling wind was an ear-piercing cry, unlike anything he has ever heard. The ground suddenly started to rumble as what sounded like a distant avalanche was roaring all around him accompanied by an incoherent chorus of a thousand shrieking monstrosities, drowning out all other noise as it grew louder by the second.

Gunnar quickly looked to his soldiers, many of whom are in disarray from the sudden air shattering noise. "FORM UP! FORM! UP!" Gunnar shouted as loud as he could through all the noise. Fortunate favored him as those nearby heard his order and started to quickly spread the word as squad leaders shouted out orders and soldiers quickly rushed to reform the defense. The openings were filled and rifles raised over the shield wall to face whatever was approaching.

Gunnar could hear the panicked cries of the survivors from the barricade behind him. Children crying out in fear, others crying out in panic and spouting words of hopelessness.

Gunnar tightened his grip on his axes as he activated the Dust held within. He steeled his resolve as he shared a look with Jase, his son's expression is one of determination laced with worry.

Gunnar simply nodded as his son returned the gesture. No words need to be said as Gunnar and no doubt his son knew what they must do.

Gunnar steeled his resolve and readied himself to face whatever may come for his people next.

Soon the avalanche of noise was basically upon them as the ground shook with a force of a small earthquake. Gunnar's resolve lasted all but a few seconds at what came out from the blizzard and from the tents surrounding him and his people.

All Gunnar could see is a mass SWARM of bodies pouring out from between the surrounding tents and into the clearing, too fast, and far too many to discern the individual creature. All Gunnar can make out are creatures the size of large wolves with distinct insect-like wings, upper limbs ending in dagger-like scythes, sharp-fanged maws, and glowing amber eyes.

There was nothing but a chaotic mass of skittering cries too inhuman to be of this world. It was near deafening as Gunnar could not even hear himself think much less listen to Jase or the other panicking soldiers. All he could see and think about is the literal vortex of these abominable creatures circling all around them just mere meters away from the shield wall. Like a pack of wolves circling their soon-to-be prey.

None of the soldiers fired their weapons, whether they were frozen in fear from the sudden appearance of these seemingly numberless creatures or are too afraid to set off the maelstrom that was the swarm surrounding them.

Gunnar looked in every direction to see a possible route for escape. But everywhere he looked there were dozens, nearly hundreds, of these creatures still pouring in from all around. He could not see a way to escape nor could he see a possible point for a breakout.

Surrounded. Gunnar and his people are completely surrounded.

Gunnar felt someone shaking his shoulder, bringing him out of his thoughts. "FATHER! WHAT SHOULD WE DO!?"

Gunnar turned his gaze towards the one who shouted at him, Jase. He could see the clear desperation in swordsman's eyes, something Gunnar couldn't help but reciprocate. He turned and saw the same expression held in every eye he could see, men, women, children, elderly, human, and faunus. They all knew that there will be no possible way to survive this, but still held onto the slim hope that Gunnar could find a way, he was their lifeline, he was their last bit of hope.

But all Gunnar could do is return the hopeless in their eyes with silence. Even if he sacrificed every soldier, every squad leader, plus his own life, there was no possibility for any of the children or the elderly to escape this hopeless situation.

He truly doesn't know what to do.

CLANG! "SKKKREEEEIIII!"

Gunnar snapped his head behind him just in time to see one of the creatures clawing and scrambling over the shield wall as it continuously stabbed it's deadly limbs at the soldier desperately holding it back. Five soldiers immediately fired at the creature, riddling it's horrendous face with bullets until it slumped off the soldier's shield.

Immediately after another piercing shriek sounded out at another section of the shield wall followed by more inhuman cries at another section. Gunnar watched in growing horror as sections of the shield wall struggled to hold against the attacking creatures, the soldiers wielding rifles started firing at the creatures attacking. As the creatures died even more of the shield wall begun to come under attack as even more creatures from the surrounding swarm broke off and charged the shield wall on all sides.

"OPEN FIRE!" Gunnar shouted out as the soldiers sprayed into the incoming swarm even before he gave order. A blazing torrent of bullets and what few explosives were still left on hand peppered and blasted the charging creatures as bodies started to drop.

**CRASH! **"SKRREEEIIIIII!"

Gunnar saw two shield-bearers knocked flat onto their backs as a dozen of these many-limbed monstrosities barreled through the breach. The soldiers nearest to the breach started gunning down the pack, these creatures thankfully dying to far fewer shots then the serpents but still need an unaffordable number of bullets to put a single one down permanently. The first few creatures that were gunned down merely bought enough time for the rest to quickly close in and pounced at the surrounding soldiers. Soldiers yelled and screamed as the creatures tackled them into the ground and started tearing into them. The soldiers desperately fought back or wrestled with the creature on top of them to no avail. The creatures were biting, clawing, and stabbing all their deadly limbs into the soldiers pinned underneath them.

Gunnar shot forward alongside two squad leaders. He ran to the nearest pinned soldier and smashed the heavy creature off with Kalki's hammer. As the creature crashed back onto the ground and scramble to right itself up, Gunnar drew back and threw Eldur at the downed creature, scoring it in it's exposed underbelly and ending it permanently.

Gunnar quickly checked the soldier below him, seeing no obvious wounds and the soldier already retrieving his rifle Gunner flicked his wrist, and Eldur flew back into his hand before charging at the next pair of monsters. He threw Kalki into the side of the first creature and threw Eldur into the skull of the next, saving two pinned soldiers. However, the creature with Kalki still buried in it's side managed to quickly recover and turned on Gunnar with a furious cry before charging.

With a powerful huff, Gunnar reared back his right fist and smashed an aura enhanced punch into the creature's face as it leaped at him. The creature gave a pained cry as it crashed back onto the ground before him, with a flick of his wrist Eldur flew in his right hand as Gunnar slammed the axe blade right into the neck of the creature, ceasing it movements permanently.

Retrieving his other axe, Gunnar saw the creatures that breached their defenses were already being taken care of by the other two squad leaders as the soldiers from other parts of the defense held the breach long enough for the two shield-bearers to fill the gap. The breach was fixed, only to nearly buckle back once more as even more creatures threw themselves at the shields.

It was at this point Gunnar noticed that the entirety of the shield wall was under attack. Everywhere he looked, creatures were scrambling nearly over the shields as soldiers struggled to keep them at bay. Some of the creatures started to leap over the shields and into the confines of their defense, only to be immediately gunned down while in the air or upon landing.

But as the seconds ticked by it was evident to Gunnar that the shield wall will not hold for long. Sections of the shield wall were already being pushed back to the point where creatures came barreling through and attacking the soldiers within. Gunnar saw his son alongside two squad leaders trying to stem the breaches, cutting down any of the many-limbed creatures before they can wreak havoc amongst their defense.

However, more and more of the creatures managed to breach the defenses, even going so far as to drag down sections of the shield wall and pour through to engage the soldiers in a vicious melee. Gunnar had to bury Kalki into the skull of a charging creature and he fought to plug a breach, but another pack of creatures poured through and threw themselves at the nearest soldiers, dwindling the defender's numbers even more.

Gunnar cracked Eldur's hammer across the face of a creature before burying the axe of Kalki into the skull of another and shattering the teeth of a charging creature with a backswing of Eldur. There were simply too many of these creatures for his soldiers to handle as they are on their last legs, so Gunnar made the call. "ALL SOLDIERS! FALL BACK TO THE BARRICADE! FALL BACK TO THE-"

"**SKKKKRRREEEEEEEEEEEEEEEEIIII!"**

As if to make their situation even worse, all around the defensive perimeter the swarming maelstrom of creatures started converging and charge the shield wall like a roaring flood. The creatures were upon them within seconds as bullets and explosions continue to rip through their numbers, doing nothing to halt the nightmarish flood.

There was a loud crash, a horrible ear grating sound of claw meeting steel as the entire shield wall surrounding Gunnar buckled and fell against the sheer weight of numbers.

The soldiers holding the shields desperately fought back and were trampled underneath the flood of creatures as a result. Other's tried to flee but were tackled onto the ground and swallowed up by the swarm, squad leaders didn't fare any better as a few of them were overwhelmed and dragged down, their dying screams was all that can be heard from them.

Those who were lucky enough managed to retreat behind the barricade, firing in desperation at any of these monstrous creatures that attacked the barricade. All notion of firing discipline and aiming is long since gone as the soldiers and even a few of the barricade's occupants desperately sprayed into the surrounding swarm. Gunnar as well as Jase and whoever was left were fighting just outside the barricade, literally fighting tooth and nail against the flood of creatures.

Gunnar is fighting right beside his son, burying Eldur into the face of one creature before smashing aside another creature charging him from the left with Kalki. He then wretched his axe out of the dead creature's head and slammed Eldur's hammer to knock away two creatures in a fiery explosion.

Gunnar had no time to breathe as a creature lunged at him from the front, fanged maw opened wide and sharp appendages ready to pierce into Gunnar until a heated sword seared into it's face and sliced right through it's body.

Gunnar sidestepped the cauterized halves before shooting Jase a thankful nod. Gunnar didn't have time to think as one of the creatures managed to bite down on his left arm, dragging his arm down before another creature charged him from the front.

With a bellowing roar, Gunnar with all his strength grabbed and lifted the creature biting on his left arm and slammed it down on the creature charging him. There was a pained shriek from both creatures as the creature let go of Gunnar's arm. Before the creatures could have the chance to recover, Gunnar used Kalki to gut the exposed underbelly of the first creature before slamming the axe blade of Eldur into the thick head of the second creature underneath the first.

Before Gunnar could wretch Eldur out from the dead creature's thick skull, something crashed onto his back, making him tumble forward before falling onto the ground. The thing on his back gave out a furious cry as Gunnar could FEEL it's claws stabbing and pounding away at his back, his aura holding against the onslaught.

Gunnar let loose a strangled roar before bodily lifting himself and the creature on his back before raising an arm to grab the creature off his back. Suddenly Gunnar felt the air leave his lungs as another creature crashed into his stomach, toppling him on his back. Gunnar's vision blurred for a moment before seeing a fanged maw going straight for his face. Gunnar reactively brought up his right arm to defend himself as the creature bit down on his vambrace, sharp teeth grating against his aura as it used it's front limbs to claw and scratch at his defending arm.

Gunnar tried to bring his axe in his left hand to bear but another creature seized his arm in it's teeth, pulling and restraining his arm as Gunnar desperately tried to wretch free. Suddenly he felt two more creature's biting down on his legs as Gunnar was suddenly being pulled in three different directions before being bodily dragged across the ground. His vision suddenly darkens as _another_ creature appeared above the first as it stabbed one of it's top appendages towards Gunnar's face.

Gunnar quickly tilted his head to dodge the deadly limb, but the creature attacked with the other as it bashed against Gunnar's face, his aura being the only reason why he survived.

The creature on top of him was soon joined by many others as they clawed, screeched, bit, and stabbed at his body for what felt like a small eternity. His aura flaring with every hit as his body is being viciously torn into by the pile of creatures on top of him.

Gunnar then screamed out in excruciating pain as he felt the claws and bites started to dig into his body. His aura is officially gone, and he cannot fight back. He was going to be torn apart.

Suddenly a sound of seared flesh and a pained cry rang above him as Gunnar suddenly felt the weight on top of him lessen. Soon through a series of pained cries and more sounds of scorching flesh, Gunnar suddenly felt his left hand become free.

Gritting through the pain, Gunnar activated Eldur and slammed the weapon into the creature on top of him. With a strangled cry the creature is blasted off of him as Gunnar quickly crushed the head of the creature that seized his right leg before swinging his now free axe, Kalki, deep into the face of the last creature trying to tackle him back onto the ground.

With the last creature dead, Gunnar shoved the body off him before he felt a hand grabbing onto his left arm. "FATHER! YOU HAVE TO GET UP!" The voice of Jase shouted from above him as Gunnar felt someone pulling him up and over the barricade by the arm.

Gunnar groan in pain as he quickly got up onto his feet with the help of his son. His felt battered and his legs felt like they were torn and cut apart by a hundred razors. One quick look showed him just that.

Gunnar was bleeding at the sides and upper chest as his coat and one right pauldron was torn in a state of disrepair. The bottom half of his pant legs were torn to shreds, bleeding cuts, and even a large bite mark decorated his legs but fortunately, his armored boots took the brunt of the damage, allowing him to walk.

"father! Are you alright!?" Jase asked, seeing the multiple cuts, stab and bite wounds that Gunnar suffered.

Gunnar gritted his teeth in pain. "I'm fine! I'll live! Protect the barricade and bring back anyone you can!"

"But father-"

"I'LL BE FINE! NOW GO!" Gunnar shouted.

Gunnar saw the hesitance in Jase's face before he turned, hopped the barricade, and charged into the surrounding swarm. His glowing sword can be seen cutting through any creatures that got in his way.

It was at this moment that Gunnar saw the current situation. Calling it a battle cannot begin to describe what Gunnar is seeing. It was chaos, soldiers scattered amongst the swarm and dropping by the second as squad leaders tried in vain to fight back the savage creatures with every ounce of skill and ability they have.

He watched as Squad Leader Dawn fought desperately to keep the creatures at bay with her pistol sword and darting through the swarm with every ounce of agility. But a creature bit down on her right leg, pinning her down. As she turns to attack the offending creature the rest piled on top of her as she screamed her last as she was torn apart.

Gunnar saw a soldier outside the barricade firing wildly at the surrounding creatures until he was tackled from behind and stabbed through the back of the head. Another soldier tried to come to the rescue of the fallen soldier, but a dozen creatures dragged the soldier screaming onto the ground as Gunnar saw blood fly and limbs torn off.

This happened similarly all around as soldiers and the remaining six squad leaders fought a desperate resistance against the swarm.

Gunnar then looked around within the barricade's confines, seeing wounded soldiers packed back to back and shoulder to shoulder firing their weapons, children in the very middle crying and covering their ears, the elderly either hugging the children or joining in the defense with rifles or pistols taken from the deceased, even few of the older children were joining in the defense.

Gunnar watched the resolve and desperation amongst those who had no place in this battle, to see them fighting when they know all hope is lost.

Soldiers and non-combatants alike fought against the swarm. Creatures were knocked back as bullets hit their marks, accuracy was not an issue with such distance that one could take a knife and hit three of these creatures in a single swing. Gunnar himself hacked and bashed aside any creature that neared his side of the barricade, taking two or three of these creatures at a time with every swing. The remaining squad leaders followed Gunnar's example, risking themselves to fend off the creatures in direct melee as the soldiers and other survivors provided supporting fire.

"KEEP FIRING!"

"**SSKKKRREEIIIIII!"**

"GET THEM OFF THE BARRICADE!"

"DAMN IT! GET IT OFF-" "SKKKREEEEIIII!"

"I'M OUT!"

"HERE! MAKE THEM COUNT!"

"GRAY IS DOWN!"

***DUDUDUDUDUDUDUDUDU- CLICK!* **"DAMN IT! MG'S OUT!"

The corpses of the creatures started to pile all around them as the surrounding creatures started using the bodies of their fallen to ramp up into the barricade, something Gunnar did not take into consideration. Multiple creatures leaped at the barricade, many were quickly killed but a single creature tackled an elderly man; the man wrestled desperately with the creature as all those not fighting scrambled away. The man's aura held long enough for two soldiers to put a bullet into the creature's head before the elderly man shoved the corpse off and rejoined the defense.

Gunnar saw another soldier spraying a full clip into a creature at point-blank range until another creature suddenly bit down the man's rifle and forcefully dragged the soldier out from the cover of the barricade by the rifle strap still slung around his body. Those nearby tried to grab the soldier but were too late as the man was forcefully dragged out of the barricade kicking and screaming deep into the swarm.

Gunnar gritted his teeth as he smashed aside another shrieking creature. No matter how many of these creatures he or his soldiers killed their bodies only paved the way for their nightmarish kin to attack them. These creatures are relentless, throwing themselves at their last-ditch defense with unrelenting bloodlust and no sense of self-preservation.

A creature charging right at Gunnar had one of it's front limbs shot off and side riddled with bullets, but as it bled all over the blood-stained snow it still let out a blood-curling shriek before leaping at the barricade, taking a fatal shot to the head before it crashed dead onto the barricade. Another creature is clawing and stabbing at Squad Leader Jess as she kept the thing at bay with one arm. The squad leader then stabbed her bayonet into the creature's exposed underbelly and pulled the trigger of her shotgun, blasting the creature point-blank three times and turning it's guts into a bleeding mess before throwing the creature off to the side.

However despite their desperate defense, they were being worn down and picked off as the soldiers slowly retreated from the barricade's direct cover as the creatures were actively piling into the barricade. Gunnar backed away from the barricade also while swinging his weapon at any creature that came at him. Auras drained, wounds suffered, and their ammunition and Dust will eventually run dry at this rate.

Gunnar immediately quashes the negative thoughts. This will not be his people's end. He will make sure of it.

"SOLDIERS! PROTECT THE SURVIVORS! SQUAD LEADERS ON ME!" Gunnar shouted out as the remaining squad leaders along with Jase quickly gathered beside him.

"What's the plan father!?" Jase asked, quickly cutting down a creature attacking his left as the other squad leaders were keeping any creatures at bay.

"ON MY SIGNAL! WE'RE GOING TO CHARGE THROUGH AND CLEAR A PATH! SOLDIERS FOLLOW THROUGH WITH THE SURVIVORS! PROTECT THEM AT ALL COST!" Gunnar exclaimed as he smashed aside a creature and buried Kalki into another. The remaining soldiers left surrounded the survivors as the elderly and children stood onto their feet, all ready to run as their lives depend on it.

No one questioned Gunnar as everyone got into formation. They all knew to attempt a breakout now is paramount to suicide, but this was their only option left to save the survivors.

Gunnar knows that he and many of those still standing will not survive this. But If there is even a chance for his people to escape, then Gunnar would gladly sacrifice his life in exchange for theirs.

Gunnar looked to Jase. His one and only son. Praying to whatever gods are out there to look after him.

As the creatures kept pouring in all around them and as they struggled to keep the swarm at bay, Gunnar wretched his axes out of his latest kill and brandished both at his sides, Dust glowing within his axes ready to be expanded for one more use.

Gunnar steeled his resolve as he raised Eldur to give the signal.

***HOOOOOOOOOOOOOOOOOOOOOOONK!***

Gunnar's eyes widened as he sees a pair of bright lights rapidly growing larger beyond the tent line and through the blizzard. The creatures in front of Gunnar turned towards the source of the sound just as a large V-blade snowplow attached to a transport truck came CRASHING its way through the tents, creatures already crawling all over it's the armored hull.

Without stopping, the unseen driver plowed straight into and through the creatures in front of Gunnar, violently rocking through the swarm as the unknown driver continued to run over and plow through the creatures in its path.

The truck is rapidly coming in a headlong collision course straight at Gunnar as he and those beside him prepared to leap out of the way. Suddenly the truck _swerved _to the left just missing Gunnar and started looping around the entirety of the barricade, further plowing through the surrounding swarm in a gruesome display of mutilated bodies and blood.

It's sudden appearance managed to divert the attention of the surrounding swarm from the Gunnar and the remaining survivors, giving the survivors precious few seconds of respite. The creatures threw themselves at the truck in a frenzy of animalistic cries, many of whom crashed against and rolled off the truck's armored hull and front or met a gruesome end underneath it's bloodied wheels. Those that manage to cling onto the truck were soon thrown off by the flying bodies of their kin or were dislodged by the violent rocking.

As the truck circled around and neared Gunnar, the wheels of the truck suddenly stopped as it came skidding and sliding around to Gunnar, throwing up the bloodied snow in a shower of red and white. Gunnar quickly backed away as the truck came to a skidding stop right in front of him. The blood-stained door to the driver's seat suddenly flung open, revealing the roughed up and injured driver.

"GET IN!" Maranda shouted as she kicked off a creature in front of her before slamming the door close.

Gunnar immediately sprang into action. "SOLDIERS COVER THE SURVIVORS! SQUAD LEADERS WITH ME! LET'S CLEAR A PATH!" Gunnar barked out as he immediately leaped over the barricade, batting aside two creatures before spearheading the path towards the truck.

The surrounding swarm surged forward and closed the gap within seconds. Survivors rushed straight for the truck as soldiers bravely stood their ground, bullet lancing into the surrounding swarm.

Gunnar was the first to make it to the back of the truck just as the metal doors swung open to reveal Maranda, she was in a far worse state when he last seen her, her bow was missing and she was bleeding from a nasty cut on her head and a wound on her shoulder.

Before Gunnar could ask about Maranda's condition, her eyes suddenly widened at something behind him. "BEHIND YOU!" Gunnar immediately spun around already swinging Kalki, just in time to swat a creature out of the air and sent a skull-crushing blow to the head of the second creature.

"COMMANDER THERE'S TOO MAN- AAAUUURG!"

Gunnar heard the pained cry, knowing another soldier fell. They were out in the open and will soon fall before the survivors could even get to the truck.

With this in mind, Gunnar then let out a bellowing roar as he charged forward, shoulder tackling the first creature in his path and carried it's body through it's swarming kin before throwing the abomination off of him right onto another creature.

Gunnar was in the thick of it as creatures charged at him from everywhere in front of him. Gunnar swung his axes, cleaving off the head of one creature, bashing aside another, burying Eldur into another, firing off a blade of ice from Kalki into several others, blasting back a couple with a single explosive strike of Eldur. Gunnar continued to swing his arms in a never-ending pattern of wide swings and downward strikes, trying to keep the swarm's attention on him as much as possible while keeping them at bay away from the truck.

However, no matter how many he killed or how many he knocked away, the dead were immediately replaced by a dozen more creatures as the ones that were hit by his crushing blows lifted themselves back up and threw themselves once more at Gunnar. Gunnar did not know if his plan was working or not, but right now he is quickly becoming overwhelmed as three creatures managed to tackle him onto the ground, his axes held in front of him desperately keeping the creatures' fanged maws away.

Suddenly a glowing sword appeared from above as it sliced through all three creatures while the recognizable face of Squad Leader Lance stepped over him and batted a creature away with a skull-crushing blow with his sledgehammer.

"FATHER GET UP! SQUAD LEADERS! HOLD THIS PERIMETER!"

"GOT IT!"

"LET'S GO!"

"COVER ME!"

"GODDAMMIT, THERE'S TOO MANY!"

"I SAY! JUST KILL THEM ALL!"

Gunnar quickly scrambled back onto his feet as he watched as all six remaining squad leaders plus his son were fighting side by side holding a circular perimeter around Gunnar and the truck. The creatures continued to charge forward but the squad leaders as well as Jase fought against the surrounding swarm with everything they have. Gunnar took a brief look back at the truck, seeing the survivors quickly filing into the armored transport while the remaining soldiers and the survivors who chose to fight covered the survivors, gunning down the many creatures that still poured in between the squad leaders.

"SKKREEEIIIIII!"

"AAAAAAH! GET IT OFF!"

"HOLD O-" "SKKKREEEEEEEIII!"

Gunnar saw the creatures clamber onto the truck's roof and using it as an elevated platform to pounce on any unexpecting soldier or survivor. Many more soldiers and survivors were tackled to the ground and were being mauled. These same creatures were quickly gunned down but that took attention away from the surrounding creatures, causing even more creatures to attack the already dwindling numbers of soldiers and survivors.

Gunnar gritted his teeth as he charges straight to the defense of his people, slamming Eldur into the back of the first creature before slamming Kalki into it's head. He then wretched the axes out and threw them both at two different creatures attacking a soldier and a child respectively. The axes hit true and buried themselves into the heads of both creatures, the soldier quickly picking up the child and throwing her into the truck.

Gunnar then saw a survivor being dragged away by a creature. He flicked his wrists but immediately noticed his mangled and damaged vambraces, the gravity Dust no longer working. With an annoyed grunt, Gunnar ran towards the unnamed survivor as well as the creature dragging him away. The beast noticed him as it let go of the man's leg with a shrill shriek, the man scrambled away in terror.

Gunnar stopped in his tracks as the creature sprung into the air straight towards him. Just as the creature was upon him, Gunnar raised his hands and threw the creature onto the ground behind him, using it's own momentum against it.

The creature let out an indigent shriek as it crashed onto the snow-covered ground, but before it could recover, a soldier ran up to the flailing beast and fired a full clip into the creature.

With the creature dead, Gunnar then turned his attention to the creatures still climbing and leaping off the truck's roof. He then ran towards the truck, picked up his axes along the way, and leaped high into the air.

Gunnar immediately landed and rolled on top of the truck. As he came out of the roll he is already swinging his axes, knocking off and cleaving through four creatures in quick succession. Gunnar stood on top of the roof, kicking and killing any creature that dared come up to face him. He had no shortage of creatures trying to kill him as they climbed up from the front of the truck or leaped at soaring heights straight at him.

Gunnar faced them all. Despite his injuries and his depleted aura, he refused to fall. He could not afford to.

"GUNNAR!" Gunnar batted away another creature before looking down at Maranda, who was standing just outside the back of the truck with a rifle in hand. "EVERYONE IS IN! GET THE OTHERS!" Maranda shouted as she turned and fired off three quick shots.

Gunnar looked to the soldiers before looking to the squad leaders and his son. His heart thumped against his chest as what was used to be seven holding a desperate defense is now four. Fortunately Gunnar could still see the glowing sword of his son's weapon still sweeping against the surrounding horde of many-limbed monstrosities.

With no time to lose, Gunnar shouted. "EVERYONE! RETREAT INTO THE TRUCK! WE'RE GETTING OUT OF HERE!"

Immediately the soldiers turned and filed into the truck, leaving Maranda the last to enter the truck.

However, the squad leaders and his son did not retreat. They continued to hold their ground against the swarm and Gunnar could see why.

The squad leaders cannot afford a quick retreat. The moment they do they will be overwhelmed in seconds. Already Gunnar is seeing the all four squad leaders slowly and surely being dragged down.

It was not until Gunnar saw his son being bodily tackled onto the ground by a leaping creature and smoldered by the dozen more did Gunnar leaped high off the truck's roof. Expanding the last of Eldur's fire Dust, Gunnar came smashing down onto the swarming creatures, letting loose a wave of fire to clear a direct path to his son.

The wave of fire washed over the creatures smothering his son, their bodies shielding him from the fire as they screeched and burned. Gunnar then charged straight to his son, knocking away any creature in his way and kicked off the burning creatures on top of his son. He then glanced down and saw the bloodied face of his Jase, quickly wiping the blood off his eyes and pulling his son onto his feet.

"Father?"

"SON! GET TO THE TRUCK!"

"BUT FATHER-"

"GET TO THE TRUCK NOW!" Gunnar swept a glowing Kalki on the ground in front of him. A wall of ice erupted and speared into a dozen of the creatures. Already even more creatures rushed around and even over the wall.

Gunnar turned to his son, seeing the hesitation in his bloodied face. "GO!"

Jase turned and ran towards the truck; Gunnar smashed another creature away before rushing after his son.

The other squad leaders turned to retreat, however, two of them were soon beset upon by a dozen creatures. The remaining two, Jess and Lance, ran and made it to the truck, the remaining soldiers shooting from out of the truck's open back.

Gunnar all but shoved Jase into the truck as he made his way inside the crowded truck. "GO!"

The entire truck suddenly lurched forward with a roar of its engine, nearly toppling Gunnar back if not for the several hands that held him upright.

The truck was rocking violently, the screeching and screams of the creatures can be heard above the screaming of the children. Gunnar could hear the creatures clambering all over the truck and clawing at the truck's hull.

"We'll be fine right!?" An unnamed soldier asked.

Suddenly a bone-like dagger erupted from the side of the truck's hull just inches above the soldier's head. Everyone screamed as more bone-like scythes started punching through the truck.

Gunnar rushed to the front of the truck. "MARANDA! GET US OUT OF HERE NOW!"

"I CAN'T! WE'RE TOO BOGGED DOWN! THERE'S TOO MANY OF THEM!" Maranda shouted back, both hands glued to the wheel. Gunnar looked out the truck's window, or what he could actually see through the cracked glass. This truck was one of the Atlas Military's own armored transport truck, ferrying supplies from kingdom to one of the kingdom's many outposts.

The truck can take hits and nothing less then a Megalith can turn this truck to a heap of scrap. Lucky for them the windows were of reinforced material, but at the rate, the creatures are attacking the truck, the windows shattering is the least of Gunnar's problems.

Everywhere he looked outside the window creatures were all over them. They were climbing up the truck from all sides as the vast majority circling the bogged down truck just a few meters away.

But one thing is for sure in Gunnar's mind. They aren't going anywhere unless the creatures are cleared off.

Hopping over to the passenger seat, Gunnar held Kalki in his left hand. "What are you doing Gunnar!?" Maranda asked.

Gunnar turned to look at his long-time friend, placing his right hand on the door handle.

Maranda's eyes widened. "Gunnar! NO!"

"Father what are you doing!?" The voice of his son shouted from behind him.

Gunnar looked to Maranda. "When the way is clear! Move forward and don't stop!"

He then looked back to Jase. Looking at his son for the last time. "Son! Keep our people safe!"

Before anyone could stop him, Gunnar swung the passenger door open, throwing off any creatures that were blocking it.

Letting out a cry of fury, Gunnar leaped out of the truck and smashed Kalki onto the ground. Giant spears of ice burst forth from the spot and speared into the surrounding swarm. Then with a single sweep, a wave of ice erupted from the ground as it sliced through the circling swarm, creating a wall of thick ice.

With one wall finished, Gunnar sprinted around the front of the truck, unstrapping Eldur and burying the axe into the face of a creature before smashing aside another with the hammer side. A creature slipped through his axes and stabbed one of it's forelimbs into his right thigh, making Gunnar cry out in pain.

He then gritted through the pain and brought Eldur down hard on the creature's head, cracking it's skull. Gunnar quickly pulled the limb out of his thigh, shooting more pain down his leg but ignored it the best he could.

Suddenly another searing pain erupted from his back as he felt a great weight on his back. He roared and spun around and threw the creature off his back and onto the side of the truck. With the creature seemingly dazed, Gunnar brought down Eldur and ended the creature before limping forward.

He started slowly but surely clearing the front of the truck, cutting down any he could and bashed, kicked, and knocked aside any he could not. Creatures leaped from the truck and charged at him from all sides, giving him more wounds with every attack he dished out.

Gunnar ignored his pain and tanked through the hits. Once he's directly in front of the truck he sent another wave of ice to clear the creatures in front of the truck, creating large stakes of ice angled high enough to deter the onrushing swarm and low enough for the truck to ramp over. Kalki's light is noticeably dimmer after nearly expanding all of it's Dust, Gunnar prayed there is still enough for what he needs to do last.

Gunnar rushed to the other side of the truck, his right leg bleeding profusely forcing him into a haggard limp.

"SKKKREEEEEEEEIII!"

"AAAAAARRGH!"

An unseen creature just around the corner of the truck tackled him onto the ground, knocking Kalki out of his hand. Gunnar held the creature's neck, struggling to keep it's sharp teeth at bay while it kept stabbing it's dagger-like limbs at his face.

One managed to slip through bury itself deep into his left shoulder. Gunnar gritted his teeth in agonizing pain. He fought through the pain and brought up Eldur, slamming the axe into the head of the creature on top of him. As the creature collapsed off of Gunnar, he then quickly, and painfully, yanked out the limb from the shoulder, crying out as pain lanced through the bleeding arm.

He had no time to see the wound as he quickly rolled to the side as another creature came crashing down on the very spot he used to be just seconds ago. Quickly getting to his feet and retrieved Kalki, already the numbers in front of him grew to dozens of creatures.

Just as the lead creature let out an ear-piercing cry, the rest of the creatures charged forwards. Gunnar quickly tightened his grip on the Kalki and swept the glowing axe in front of him. A wave of ice surged sideways to his right, completely blocking the charging creatures, and creating a new wall of ice parallel to the first wall.

The truck was still being attacked from the sides and back but now the front is cleared enough of the creatures to make forward momentum. The walls of ice created a clear channel through the swarm and stopped the creatures from bogging the truck. However, the surrounding swarm was already climbing over the wall of ice spearing themselves on top of the walls as cracks as well as swarming around at the end of the open path and charging straight through the channel directly at the truck.

There was no time to lose.

"GUNNAR GET IN!" Maranda yelled out of the driver side window.

Gunnar turned to the truck and slammed his fist onto the driver's door. "GO! NOW!" He shouted as he heard a piercing cry from behind him, turning and using the momentum to cleave Kalki into the neck of a charging creature and slam Eldur into the second with a follow-up swing.

"WE'RE NOT LEAVING YOU!" Maranda insisted. Suddenly a creature leaped over Gunnar and slammed onto the door. A scream could be heard from inside as the creatures attacking the side of the truck nearest to Gunnar started tearing enough holes into the hull to create a widening gap. Rifle fire from within can be heard as flashes can be seen firing out of the holes and into the creatures attacking the truck.

There was no time. "GO NOW! SAVE OUR PEOPLE!" Gunnar roared out as he charged and tackled into the first creature. Gunnar then proceeded to carry the creature through and barrel into the other creatures attacking the truck.

Soon he heard the reeving of the truck's engine, the wheels spinning and digging into the snow before the truck sped forwards and up the stakes of ice. Gunnar watched as the armored truck entered the channel as the screams of the dying creatures in it's path filled the air.

Gunnar then threw the frantic creature away before sweeping Kalki and Eldur in wide arcs in front of him. Keeping the creatures at bay and even hitting a few that came to close.

As Gunnar backed away from the literal horde gathered in front of him, he took one last look behind him and saw the rapidly shrinking truck in the distance as the creatures gave chase.

A sad but accomplished smile grew on his face. His people will make it. Maranda, his son, and the remaining survivors will make it.

Just as Gunnar was about to turn away, he saw something suddenly appear from the black clouds above. His blood froze at the sight.

From a distance, it was truly MASSIVE. A bulbous monstrosity two or even three times the height of an armored truck and four times as wide. It had multiple amber glowing eyes like horrific headlights, giant orange balloon-like pustules on both sides of it's body, and two giant meaty pincers and spindly legs dangling underneath it.

And this massive thing was descending rapidly towards the escaping truck.

"NOOOOOOOOO!" Gunnar turned to run but something tackled him onto the ground. Gunnar desperately clawed at the snow, to get up, but he felt something stab into his back, eliciting an agonizing cry from him and stopped any further attempts of moving.

Gunnar watched helplessly as the flying bulbous monstrosity flew down and picked up the armored truck with it's massive claws, he could hear his people screaming in horror as it started floating back up into the air. Carrying the last remnants of Gunnar's family.

Gunnar yelled out. Screamed. Cried out in desperation. But he watched helplessly as the flying monstrosity disappeared high into the stormy night sky.

Gunnar couldn't think. Couldn't breathe. All he could do was cry.

Soon the creatures remaining on the ground turned their attention towards him. The first creature leaped at him, maws open and fanged teeth bare for him to see.

Gunnar welcomed his death as his world soon turned to darkness.

* * *

'_**WAKE UP.'**_

Gunnar's eyes shot wide open before wincing close, feeling his wounds become agitated. His body sores all over, both exhaustion and no doubt the bruises he took.

His lungs greedily took in precious air as Gunnar felt the warm humid air enter his mouth.

Wait… warm? Humid?

Suddenly it all came back.

The camp. The attack. The horrifying monstrosities. The truck being carried off!

Gunnar's eyes opened once more and stayed open. But what he immediately saw he wished he never had opened his eyes.

Everywhere he looked there was pulsating alien-like flesh all around. The walls were made of maroon vein-like muscle and chitin, the floor was a pulsating purple skin, the ceiling had rows of ACTUAL teeth growing out of it. But the most noticeable feature was the pool of green steaming liquid in the center of the room.

Gunnar started to panic as he desperately tried moving his arms and legs but found them restrained. He looked down and almost retched as his entire lower body up to his biceps was encased in some sort of… of… tube of FLESH!

Gunnar tried his hardest to free his arms, hands, ANYTHING! However, the more he struggled the tighter the tube got, nearly crushing him.

"I suggest you stop. It will tighten it's grip on you the more you struggle."

A voice! A person!?

Gunnar looked all over the room but could not see anyone.

Then he saw him. Off to the far right just out of sight is a young-looking man, possibly no older than his son and just as tall. He has short black hair, orange eyes and wearing a white but tattered looking lab coat open to reveal a black turtleneck sweater, black pants, and black boots.

Overall, this man looked distinctly human and looked completely out of place compared to the environment they were in, and that is what set off Gunnar's warning bells. This man was too calm, too collected. The very air around him exudes an almost unnatural amount of confidence.

Whoever this man was, he was not normal.

"How perspective of you Gunnar Gratt." The unknown man said, shocking Gunnar. How in the world did he know his name!? Who exactly is he!?

"Who I am is of no concern to you. As for how I knew your name, it's was a simple task of extracting the information from your mind." The man explained as he walked up to Gunnar.

Now that he was closer, Gunnar noticed how the unknown man's eyes seemed to stare deeply into his own. Gunnar could not look away as if something is keeping him from looking away. The edges of his vision and the background seemed to blur out as all he could see was-

Suddenly the man looked away, snapping Gunnar out of whatever trance he was in. "What was that…" Gunnar asked.

"The very first words of the very first human I make contact with on this world it is in the form of a question. How… predictable." The unknown man said a slight hint of disappointment can be heard in his tone.

Gunnar had many questions now. Extracting information? First human? Gunnar soon found his voice. "Where am I!? Who the hell are you!? Where are my people!? WHERE IS MY SON!?" Gunnar demanded, his tone still horse.

The man looked at Gunnar once more, his orange eyes staring deeply into his. "You're in a chamber of my Lair. And as for who I am… you will address me as Ceres. I am the one who sent those you aptly named 'Creatures' to collect your people." The now named Ceres answered.

Gunnar glared at this Ceres. "You sent those monsters!? My people… where are they!?" Gunnar demanded once more.

Ceres showed absolutely no hint of emotion. Not in his posture, not on his face, and definitely not in those eyes of his. Gunnar doubts the man was intimidated nor concerned, after all, it was he who is at Ceres's complete mercy.

But Gunnar couldn't afford to show weakness. He must know what happened to his people.

"As expected of one such as yourself." Ceres simply stated. "Always caring for others. You have sacrificed much to get those who followed you this far. But it's all for naught." The unknown man turned away from Gunnar as if contemplating a thought. "Your people are in my possession now. I will be running my tests and experiments on them before disposing of them. Rest assured I will use them extensively."

All Gunnar saw is red. "YOU FUCKER! LET MY PEOPLE GO! WHAT HAVE WE EVER DONE TO YOU!?" Gunnar yelled struggling against his restraints. He glared murderously at the back of this ma- no- _monster's_ head.

Ceres turned around and settled his gaze back on Gunnar's own glaring eyes in a calm manner, seemingly unfazed by Gunnar's outburst. "You're angry. Angry at me because I have the remnants of your people in my possession and… fearful of their demise." The man then neared Gunnar, standing just a few feet away. "Understandable, humans have a tendency to let their own emotions and beliefs control their decisions, no matter the risks involved. That's what makes humans so predictable and yet so driven and tenacious. It's honestly an admirable trait." The man explained, confusing Gunnar. "However, right now it does nothing for you. You question why I attacked your people and what sort of… vendetta… I have against them. I have none." Ceres said, staring deeply into his eyes.

Gunnar's breath turned ragged with boiling anger. "Bullshit! You sent those monsters against my people! Killed dozens of my people! WHY DID YOU ATT-!" Gunnar's jaw suddenly slammed shut by an unseen force, nearly biting his tongue off.

"As I said, your emotions do nothing for you now. The reason why I attacked your people and why I have the remnant's in my possession is because I needed information about this world I currently find myself in." Ceres explained as Gunnar struggled to open his mouth. "As you have already guessed. I am not human. And before you ask, I am not a Faunus nor am I the species you call Grimm. You can say I and the Brood that attacked your camp are not from this world."

Gunnar's eyes widened. He wanted to speak out, wanted to call his lie, but his mouth is forced shut.

Ceres continued. "I arrived at this world by… an accident of sorts. I wish to simply return home, but the method of which is still far beyond what I can currently do now with my Brood. So in order to achieve my goals of returning home, I found the mine, the same one you and your people were going to colonize, filled with the necessary resources you call Dust to sustain my Brood as well as eventually achieve my next set of plans of leaving this world. In the meantime I simply wish to leave this world and it's denizens alone and unaware of my existence and that of my Brood."

Gunnar's glare softened slightly into a stern frown. Why is he telling him all this? How does he know for sure if this is all the truth? For all Gunnar knows this Ceres is lying and readying an invasion.

"If I were to invade this world, then this world will very well be under my control by next month, and nothing you and the other four kingdoms can do anything about it." Ceres said in an off-handed tone.

Gunnar frowned. Does he truly believe he can topple the four Kingdoms? Let alone Atlas? Despite's it's misgivings, Atlas is the closest and most powerful Kingdom that stood the test of time against the Grimm. No number of horrific creatures in Ceres's 'Brood' can topple the kingdom down.

'_**I know I can, 1**__**st**__** Lieutenant Gunnar Gratt of the 24**__**th**__** Atlas Infantry Company.'**_

Gunnar's eyes widened as he heard Ceres's voice in his head. The same voice that woke him up.

Can he read hi-

'_**Your mind is open to me. I know everything you know. All the information I needed about this world and about the military might of Atlas came from your mind. You used to be part of the Atlas Military, you, and those soldiers amongst your people. Your company went to quell a mining riot, but your commanding officer wanted to execute the rioters, but you did not want that. When the bullets were fired, you personally executed your own commanding officer, took the remaining miners and their families, your loyal soldiers and left Atlas.' **_Ceres 'spoke' to him once again, sending a shiver down his spine as his mouth was still shut tight.

He was right. If Ceres knows about that day, then he must truly know about everything he knows about Atlas, the fleet, the contingencies in place for the kingdom, how they run, the political figures.

Gunnar mutely stared at Ceres. But that still begs the question. Why did you capture my people if all you needed for information was one individual?

"You and your people have provided me with the information I needed about this world and how dangerous humanity is to my growing Brood. You and your people were also a perfect test to see how my Brood would fair against a organized force of trained soldiers and elite warriors you call Huntsmen and Huntresses. Now I know my Brood can sufficiently face whatever threat humanity can throw me with relative success. But I still need to experiment with this barrier you all utilize called 'Aura'. Fortunately, your people will help me in that regard." Ceres explained, using his own voice.

Gunnar then felt the unknown force leave his mouth. His mouth opened to take in calming breaths. He is allowed to speak. "Please I beg of you. Just let my people go! You said you didn't want to be bothered! I swear my people will- UMPH!" Gunnar's mouth once again shut close, as Ceres's eyes stared passively into his own.

"Yes I did say I wish to leave the denizens of this world alone and unaware. But your people are now fully aware of my presence here. If I let even one of you go alive, your people will spread the word of my Brood in this region and this will attract attention that I do not want to my Brood. So you and all those who came here will have to die, but rest assured your people's deaths will not be wasted." Ceres simply said as he turned around and walked away.

Suddenly Gunnar suddenly felt tired, his vision distorting around the edges and started fading in and out of consciousness. The blurry form of the man known as Ceres became smaller and smaller as his vision slowly turned black.

But just before everything went dark, a voice echoed in his head.

'_**Thank you for the information. Goodbye.'**_

Ceres walked out of the chamber, already sensing his psionics shutting down the vital functions of the one named Gunnar. It was a painless death, one that Ceres can afford to give to the human who had experienced nothing but suffering and self-sacrifice most of his life.

Ceres felt no remorse of what he had done, but soon felt it was appropriate to thank the human in his last few seconds of life. After all, if it were not for the human and those that followed him to the mining compound then Ceres it would have taken an unknown amount of time to gather the necessary information he required about this world, it's denizens, and where their major civilizations are.

It's what the Terrans called 'common courtesy' if he remembered correctly.

Now Ceres has the necessary information to start expanding his Brood. Already he allocated three entire groups of Drones with escorts to comb the other surrounding mountains for any more of the Dust minerals.

However, Ceres couldn't help but think back to what the human thought about, how he truly believed this so-called 'Kingdom of Atlas' is some unsurmountable fortress and is considered the most powerful kingdom amongst the four all around the world.

Ceres saw the human's memories, saw the capabilities of the Atlas's own military through the eyes of Gunnar's past. In time Ceres's Brood will grow large enough to overmatch whatever Atlas is able to field against him, but until then Ceres will keep his Brood discreet and the rest of the world unaware as long as possible.

But among the lessons the human Gunnar and his 'people' have taught Ceres, is that staying quiet and discreet will only work so far. Eventually, someone from Atlas will eventually come to this area for whatever purpose and will discover his Brood, and their disappearance by Ceres's hands will no doubt attract even more attention.

Ceres must make contingency plans for this eventuality, but for now he has some experiments to run.

He entered another chamber, a room filled with many humans from Gunnar's group all restrained and arrayed in front of him for his choosing. Every one of these humans was put into a psionic induced coma, less resistance when he needs to do his experiments.

He walked up to the nearest human. A young man with blonde hair and the very son of the human Gunnar.

He shall be the first of many.

'_**WAKE UP.'**_

**AN:**

**And that's a wrap. Took me some time to get this chapter out as you can see. Written over 20,000 words up to this point because of so much stuff that was happening. **

**Usually when I take some time to get a chapter out it usually means it's either long like this one, writers block, or life kicking/punching me in the face.**

**Anyway, as a Fanfic author I like to make sure when I am gone for a long while I come back with an extra long chapter. Seems unfair if I go on hiatus for three months then come back with only a 1,000 word chapter. **

**Now time to answer some questions:**

**1)Is Gunnar and his people really the Tundra Wolves bandits? Why don't they act like it?**

The only bandits we see in RWBY was the Branwen Tribe led by Raven. Since they were the only reference to what bandits are like in RWBY the common trope is to make every bandit inherently evil and selfish.

I wanted to deviate from that trope and Gunnar's people are only Bandits in the eyes of the Kingdom of Atlas, a Kingdom that is very patriotic and seen as the forefront of Faunus racism and corporation corruption and social hierarchy gap.

With a kingdom like that Gunnar's group will be easily labeled as Bandits when in actuality they are people who are trying to survive in a world that doesn't want them. They only raid military transports out of complete necessity and overall are people brought together because of a kingdom that sees them as nothing as criminals.

The key is that Gunnar's people never call themselves bandits or criminals, they are just people looking for a new home. No one cares for them but themselves. So no one would really notice if they say… disappeared.

**2)Why weren't Gunnar's soldiers immediately steamed rolled by Zerg? Why was Ceres holding back?**

As Ceres explained he was testing his forces against a militarized force, meaning he's testing the waters and seeing how a group of trained soldiers on Remnant reacts to his Zerg and the simple tactics they employ.

Also Ceres is a strategist. He's not going to use all his cards on the first turn.

**3)Why didn't Ceres negotiate with Gunnar in the first place? Why did he go ahead and kill them all? Why can't he mind wipe them or something?**

The morals of Ceres cannot be understood from a humanistic set of morals. Remember, Ceres used to be a Cerebrate that was born with the initial purpose of keeping Kerrigan Safe, things like morals and empathy is something the Zerg as a whole lacks. Kerrigan is the exception since she was first a HUMAN turned ZERG and she was the sole source of empathy in the Zerg Swarm.

Ceres is born a Zerg first, meaning he was never human or grew up as a human. He is calculating, merciless, and pragmatic all the traits I believe a highly intelligent Cerebrate has when leading the Zerg Swarm.

So as to why he didn't negotiate first. He saw too many risks of exposure and attention from the outside world and he also saw a perfect source for information about the World of Remnant.

Weighing the risks and rewards, he took the route of best results for his Brood and thus did what he did.

As for why he didn't simply wipe their memories. There's a saying, dead men tell no tales.

**4)Will Atlas catch wind of Ceres?**

You'll just have to wait and see.

**Since I've been gone for so long I decided to add an Omake. Now this one is different compared to my other ones. **

**Since I discontinued **_**Remnant of the Swarm **_**I also had to scrap the numerous ideas I had for the story and major plot points. I feel like I cheated my readers who were looking forward to seeing certain plot points where Ceres/the Zerg is going to be in. **

**So for the omake and future omakes, I'm going to put my previous plot ideas as omakes. I hope this satisfies you. **

**Keep in mind these omakes are entirely just story ideas I had for my previous story that I thought would be amazing to read, fun in general, or was planning to implement. So don't expect perfection.**

**OMAKE: **

**Battle of Beacon**

Cinder gazed down at the destruction and chaos that is ensuing below. Grimm was pouring into the street, the Atlas's proud Atlesian knights turned on their masters and the people of Vale alike, Huntsmen, Atlas Soldiers, and Civilians alike were being slaughtered wholesale.

It was glorious. Beacon will fall, Atlas's own weapons will be the stake that drives the division between the kingdoms, and her Mistress will be one step closer to achieving her goal.

Tonight will be known as one of the greatest tragedies that will divide the kingdoms that Ozpin and his unknowing pawns had worked so hard to create. But for her and her mistress, it's merely the beginning of the end.

"Beautiful." Cinder simply said. Watching as the little boys and girls playing Huntsmen and Huntresses were fighting desperately against the Grimm and Atlesian Knights alike.

"It's almost sad…" Emerald said, Cinder hearing the sad tone in her voice. "It's horrendous." Cinder simply replied with a sinister smile. She then turned her attention to Mercury. "Focus on the Atlesian Knights." Cinder ordered.

Mercury was already streaming the entire scene below with scroll in hand. "I'm getting all of it." Mercury replied with a smile of his own, no doubt enjoying the scene playing out down below.

Cinder nodded. "Continue the broadcast until the end." Just as she finished those words, the entire ground shook. "You wouldn't want to miss what happens next."

A sound of distant pounding made Cinder and her two close aides turn to the noise behind them.

"**KKREEEIIIIIIIIIIIIII!"**

The mountain in the far distance exploded as a massive Grimm Wyvern burst free, attracted by all the negativity and flew over Vale and straight for Beacon's tower. Black tar-like droplets melted off the Wyvern's form and rained all along behind the Grimm. From the black tar more creatures of Grimm were created, adding to the already numberless Grimm pouring into Vale and Beacon.

Absolutely beautiful.

"Emerald. When Mercury is finished, make your way to the extraction point." Cinder ordered.

Emerald as always obediently answered. "Yes Cinder. We'll-"

Cinder suddenly felt a horrible migraine, nearly tripping her on her own two feet. The migraine then just as suddenly turned into a full-blown headache as she couldn't hear anything, gritting her teeth in pain.

Then as suddenly as it appeared it's gone. Cinder breathed heavily as sweat trickled down her face.

"Awww god what the hell was that?"

"C-Cinder… are you ok?" Emerald asked and from the pained tone, Cinder wasn't the only one who experienced the sudden deafening headache.

Before Cinder could reply she was interrupted once again.

'_**Denizens of Vale.' **_

That voice… it couldn't be. But he's was supposed to be dead!?

'_**I have watched from the sidelines, walked amongst your kind and even sought peace with your Council.' **_The voice echoed in her head said.

'_**I have stayed out of your battles, content to watch, to not interfere…'**_

Cinder looked down at the Academy courtyard, seeing students fighting a desperate battle against the Grimm, Atlesian Knights, and the White Fang. But she also noticed many were distracted. Are they also hearing the voice?

'_**I have watched as you turn on one another, through the faults of both humans and Faunus regardless of the Grimm. But I have stayed my hand. Content to not interfere and leave this world without a word.' **_

Ceres… Ceres was still alive!? How could he be still alive!? He was supposed to be dead! Her allies assured her as such!

Did they fail?

'_**But now I know those views are naïve. To the Grimm that plague this world. To the White Fang who wear the masks of Beasts and Monsters. To any who align themselves with the one who orchestrated this attack. I will say one thing to you all...' **_

'_**Look up.'**_

A confused frown marred Cinder's face, until a dark shadow covered her and the building she was standing on.

She then heard a startled gasp from Emerald and the clattering of Mercury's scroll falling off his hands and onto the ground.

Cinder saw the horrified expression on their faces, both looking upwards in the same direction.

Cinder looked up and balked at what she saw.

She couldn't even begin to describe what she was looking at. It's sheer size covered the entirety of the night sky, blotting out the shattered moon and descending through the clouds above.

It was as if the moon itself was descending onto Vale, if the moon is lined with tower sized spines and it's sheer size dwarfed all of Vale under it's shadow.

Cinder noticed it has gotten noticeably quieter.

'_**Look up and see your end. Those who fashion themselves as martyrs. Those who seek blood and violence. Those who see themselves untouchable. From this day forth, no longer will I be on the sidelines, no longer will I be content of letting those who attacked me escape this kingdom alive…'**_

'_**No longer will I stand idly by while those who plotted my downfall still breathes.' **_

A cold dread ran down Cinder's back at those words. She knew those words were directed at her.

'_**From this day forth… the Zerg marches to war.'**_

With that there was silence. Only the staccato of gunfire and the roar of Grimm can be heard all around.

"Emerald. Mercury. Retreat to the extraction point. Things have changed."

"C-Cinder I won't-"

"Emerald! Do as I say! I still have time to retrieve the Fall Maiden and escape." Cinder explained.

"Y-Yeah." Mercury interjected. "We still have Grimm and the Atlesian Knights attacking through the city. That thing up there is too big! There is no way it can kill all the Grimm!" Mercury said, his tone suggests that not even he is convinced of what he just said.

However, Cinder didn't care about any of that. Because as she looked up to the sky, it started to rain down on Vale.

* * *

**Location: Beacon Courtyard**

"WHAT THE HELL IS THAT!? WHO WAS THAT!?"

"I DON'T CARE! JUST KEEP FIGHTING!"

Weiss sliced through an Atlesian Knight before speeding pass three more, leaving behind sliced scrap heaps.

She then stopped and used a white glyph to launch a group of White Fang high into the air as they fell hard onto the ground.

Weiss took a moment to catch her breath, she has been fighting non-stop from the fairgrounds to the Beacon courtyard with Blake. Speaking of Blake, she was blazing through the White Fang by the dozens, those Faunuses have absolutely no chance against a trained Huntress of Blake's caliber.

Weiss also couldn't help but look back up at the massive THING in the sky. The voice she heard in her head was Ceres's, there was no mistaking it. And whatever that thing up there is, it belonged to him and his Zerg.

Weiss remembered Ceres telling her and the others about how Zerg travels through space in giant living spaceships called Leviathans. At first she dismissed it as impossible, how can a living breathing ship travel through the cold vacuum of space, it was preposterous to think about.

But now she's eating and figuratively choking on those very words. Just what does Ceres face back wherever he came from that needs massive space-faring beast like the one in the sky?

"Weiss! Are you alright!?"

Weiss brought her gaze away from the Leviathan and saw a worried Blake. "I'm alright! Did you hear Ceres!?"

"Heard him? His voice was directly in my head! And by the looks of things he sent that message to everyone in Vale!" Blake deduced, seeing students and civilians alike running and pointing at the giant Leviathan in the sky.

Weiss couldn't help but agree. "You don't think he would attack the city with THAT do you?" Weiss asked, looking up to the Leviathan.

Blake gave a hesitant frown. "I don't know? But I don't how he would-"

"RAAGH!"

"FALL BACK! FALL BACK!"

Weiss as well as Blake heard the desperate shouting of the remaining Atlas Soldiers, turning their head towards the main courtyard they saw three Paladins smashing aside the gathered soldiers like rag dolls.

Before Weiss could charge in, a Bullhead, one the White Fang used to ferry Grimm onto Beacon, was knocked out of the sky by a Gryphon and descended downwards, a large black figure hopped out of the crashing Bullhead.

The figure was a Alpha Beowolf as it landed and charged the nearest Atlesian Soldiers.

Weiss also saw the White Fang running back towards the docks. They were in full retreat.

Weiss then looked to Blake as they shared a look, however, before they could run off, someone caught their attention. "WEISS! BLAKE!"

"YANG!?" Blake shouted out in surprise as the blonde brawler of their team ran up to them. "Are you two alright!?" Yang quickly asked, earning a nod from both Weiss herself and Blake.

Weiss then noticed someone missing. "Where's Ruby!?"

"Ruby went to Ironwood's ship to stop the hare wire robots before I could stop her! Anyway did you hear that message!? Was that who I think it was!?" Yang asked.

Blake nodded. "It was Ceres! And it seems he brought his own backup!" Blake answered as she pointed to the Leviathan.

Yang looked up and shared a look with Weiss and Blake. "I hope he has a plan! Because- LOOK OUT!"

"RRAAAWWW-" ***BANG!***

The Beowolf that was about to attack Weiss from behind was shot back by Yang's gauntlet. As it's body evaporated, Weiss heard more screaming and sounds of battle from the courtyard, now seeing the students from Beacon and the other academies fighting the three Paladin Mechs as well as keeping the Grimm and Knights at bay.

Despite what occurred, they still have lives to save. "We can stand here all night about what Ceres is going to do! Or! We can help take down those Paladins!" Weiss exclaimed.

Both Blake and Yang nodded. "Let's go!" Blake said, already sprinting forwards towards the Paladins.

Weiss and Yang were right behind Blake, cutting through a few Grimm and a dozen Knights just to get to the Paladins.

The three giant mechs were holding their own against the other students, Yatsuhashi blocked one of the Paladin's metal fist but was sent flying back. Coco was unloading her minigun into another Paladin while Neptune, Sun, and Nadir worked together to distract the third.

The rest were fending off the surrounding Grimm and Knights alongside the remnants of the Atlas Soldiers. However, the more they killed, the more Grimm came pouring in.

Suddenly Weiss saw Yang leaping at the nearest Paladin, fist cocked back to deliver a powerful haymaker. However, the Paladin rotated it's entire upper body and back handed Yang out of the air. It then transformed it's arms into cannons and aimed at the prone form of Yang.

Suddenly Blake leaped at the Paladin and sliced her blades at it's arms, knocking the cannons away just in time as they fired and missed Yang. Weiss followed up with a straight stab right into the Paladin's main optics, knowing from the last time she fought a Paladin. She then pulled her rapier out and spun her Dust chamber. With a click, she swept her blade up and encased the Paladin in a wave of ice, restraining it for the moment.

However, before Weiss could react, a large metal fist smashed into her side, her aura flared to absorb the hit but it still sent her flying away and skidding across the ground.

As soon as she came to a stop, Weiss picked herself up, only to see a salvo of missiles soaring directly at her.

"I GOT YOU!" A new figure jumped in front of Weiss wielding two blue digitized blades that were exactly like Blake's before sending arcs of blue energy against the missiles. The arcs of energy sliced through each of the missile, causing them to explode just meters away from the figure.

"Velvet!" Weiss exclaimed, finally recognizing the figure as the shy rabbit Faunus of Team CFVY. Velvet turned her head to look at Weiss. "Get up Weiss!"

Weiss quickly picked herself off the ground, Myrtenaster in her left hand and poised ready to strike down the approaching Paladin.

Suddenly a explosion blasted both Weiss and Velvet off their feet as they flew and crashed past the paladins in front of them. Weiss was dazed as she saw the yellow mane of Yang's hair approaching her through her blurry eyes.

"WEISS! Are you okay!?" Yang exclaimed.

"What in the world hit me..." Weiss drowsily asked.

Her question was soon answered as the entire area was bombarded with missile and cannon fire. The other students were either blasted back or forced to retreat from the sudden barrage, Weiss saw Coco being blasted back and crashed behind Velvet, Flint and Neo ran pass Weiss and Yang as the other student retreated and took positions in front of Weiss.

In front of the students were all three, albeit beaten up, Paladins. Suddenly a new Paladin join them but this one was completely different. It had more armour plating, an insectoid like appearance and overall a more menacing look.

All four Paladins transformed their arms in cannons, pointing directly them directly at the gathered students.

"Hey there's only four of them! We can take them!"

Suddenly from all sides, the remaining Atlesian Knights as well as the Grimm surrounded the group, training guns and growling respectively.

"You just HAD to say it Sun!"

Weiss slowly stood up, using Myrtenaster to steady herself. Standing beside her are yang and Blake, weapons at the ready and staring against the venerable army in front of them.

"Any last words anyone?" Coco asked as she revved up her minigun.

"Yeah! Don't die!" Yang shouted, earning her a few resounding shouts in reply.

However, before anything could be done. Weiss heard a faint but loud shriek from abo-

"EVERYONE! TAKE COVER!" Weiss shouted out, throwing herself onto the ground.

The air was suddenly filled with large purple pods as they screamed through the air and came crashing down all over the Beacon. Dozens upon dozens of pods smashed into the courtyard and into the school itself, destroying concrete and shattering glass.

Fortunately the pods smashed into the surrounding army of rouge Knights and horde of Grimm, crushing dozens and blasting away entire groups. However, as the pods rained down all over beacon, Weiss also saw pods raining down in the distance into Vale. It didn't take many guesses to know that these very pods came from the Leviathan above, but why is it barraging the city?

"**SKKKREEEEEEEEEEIIIIII!"**

Suddenly Weiss heard it. The unmistakable cry of Ceres's Zerg. From the dozens of craters where the pods fell, the Zerg came pouring out. Grimm and Knights nearest to the craters were set upon by the Zerg, ripped and torn apart withing second as more continued to pour out of the craters. In what seemed to be in seconds, the entire courtyard was swarming with Zerg, all Weiss recognized from what Ceres has shared and showed Team RWBY.

The knights and Paladins turned as did the Grimm to face this new threat. Knights fired their guns as they stood and were tackled and torn apart by the Zerglings in their hundreds. The Paladins charge forwards and started wadding their way through the onrushing swarm, crushing many and blasting entire portions back. The Grimm, scattered by the barrage, fought a chaotic and scattered battle against the Zerg on a scale only possible by two seemingly numberless forces.

All over the courtyard, the Grimm were being slaughtered wholesale as more Grimm poured in to reinforce. The pods kept raining down, sending fresh new Zerg into the meat grinder that was the battle. Ursas were barreling through the smaller Zerg but were stopped in their tracks by the giant Roaches. The Gryphons and Nevermores from above, dodging and weaving through the torrential downpour of pods were being shot down by the massive Hydralisks. The Zerglings in their hundreds dragged down any Grimm before tearing them apart piece by piece.

The last of the Knights were torn apart and only left four – no correction- three Paladins left. The first was beset by four Roaches as they spewed their acidic saliva, melting down the Paladin as it exploded violently.

Weiss stood dumbstruck by all this. Just seconds ago they were on their last legs. Now the Grimm are being pushed back.

This was Ceres's doing. Was this his plan?

'_From this day forth… the Zerg marches to war.'_

No. This was just the beginning.

* * *

**Location: Vale, Market District**

"I'M OUT!"

"TAKE A RIFLE FROM THE GROUND GENIUS!"

"THEY JUST KEEP COMING!"

"KEEP FIRING! DON'T LET UP!"

"THIS IS GREY FOX TO ANYONE WHO CAN HEAR US! WE ARE CUTOFF! WE HAVE CIVILIANS GENERAL IRONWOOD WITH US! I REPEAT! WE HAVE CIVILIANS AND GENERAL IRONWOOD WITH US! WE NEED EXTRACTION! IS ANYONE OUT THERE!"

James shot another Rogue Knight, shattering it's head before smashing his cybernetic fist into the body of another.

Jame's uniform is in tatters, his coat was gone, his black shirt is torn in half revealing his cybernetic half. Fortunately, his pants, boots and utility belt were still intact.

After the crash, James fought his way through the streets, his Knights were hacked, his ships were destroyed, his own flagship is under the hands of a criminal, and Grimm are pouring into the kingdom.

And now a giant alien monstrosity is flying over the kingdom, raining down god knows what into Vale.

James smashed aside another Knight before spinning the pistol in his hand and fired off three shots hitting three separate knights each.

He recently came across a squad of soldiers defending a café located at a three-way street against a full company of Rogue Knights. He joined the defenders in protecting the civilians sheltered inside, acting as the forward defense and distraction while his soldiers provided supporting fire.

But still, the number of Knights in front of him is getting too dangerous for him to handle.

"GENERAL! THEY'RE COMING FROM THE SIDES!"

James smashed a Knight before seeing whole companies of knights marching from the streets to his left and right. A new hail of bullet zipped passed him, a few of the bullets hitting him as he sprinted back and leaped over the tables and chairs that were used to make a barricade. "Keep firing men! We must hold them back! OPERATOR! WHERE'S OUR EXTRACTION!"

"I CAN'T GET A SIGNAL! OUR COMMUNICATIONS ARE DEAD!" The Operator replied.

"Dammit!" James cursed as he turned back and fired his gun at the approaching army of Rogue Knights. His gun suddenly clicked, signaling he ran out of bullets.

Cursing once more, he flipped his empty revolver and held it by the barrel, ready to smash aside any Knights.

The entire café was being riddled with bullets, the knights weren't letting up and mercilessly gunning his men down. He saw a soldier took a bullet to the head, as he fell back a single hole was seen.

"GUN NUT IS DOWN!" A soldier behind the cashier table yelled out.

"INCOMING FROM THE RIGHT!" A soldier cried out before James saw an Atlesian Paladin slide in the middle of the intersection and right in front of the café, it's red glowing visor glaring directly at his men.

It then transformed it's arms into built-in energy cannons, aiming directly at the Café.

"GET DOWN!"

**BTOOOM!**

The entire café exploded in a raging fire, and for the second time today, James found his entire world is engulfed in fire and debris. When everything settled, Ironwood opened his eyes, seeing the destruction of the café. Everything was destroyed, tables were burning, a smoldering crater shattered the floor, and the entire front of the café was demolished.

But that all paled in comparison to the bodies of his men, loyal soldiers of Atlas, all strewn about, all dead.

James, with a grunt of pain, picked himself off the ground. He then limped outside and came face to face with the Atlesian Paladin and hundreds of Rogue Knights.

In the face of his death, James could say he did not falter and stood defiant against the very weapons meant to protect those who needed them.

Suddenly, as one the knights turned their guns away from him and pointed down the street to the right, the Paladin doing the same. This confused James, the only reason these drones would draw away their guns is to face an even more dangerous threat.

Then he felt it, the earth started to quake under his feet, shattered glass and loose debris rattled against the ground.

James then looked down the street to his right, towards where the Rogue Knights are marching towards.

Then as the quakes reached it's apex, what came around the far corner of the street nearly toppled James off his feet in shock.

A massive monstrous BEAST came bounding around the corner leading a venerable FLOOD of creatures down the street. It's sheer size nearly took up the entire street, bounding on four massive trunks for legs, a massive wall of a head adorned with thick boney spikes, four enormous curved blades for arms splayed wide as it came barreling down the street towards the Rogue Atlas drones.

The Rogue Knights immediately opened fire on the Beast as the Paladin flipped up it's metal fists and met the Beast's charge. The Atlesian Paladin-290 is the latest and most advanced battle mech to date. It's hydraulics can withstand the weight of more than five tons, it's weapon's arsenal can kill swaths of Grimm within seconds, and armor thick enough to withstand a charging Megalith.

So one can imagine James's dread when he saw the Beast raise it's left bladed limb and smashed the Paladin into a side building without stopping. The Paladin completely bisected and left a destroyed mess of metal.

Then the Beast proceeded to trample through the Rogue knights, it's sheer mass and bulk barreled on through the knights like a tank through a glasshouse. The Beast soon bounded past the Café, shaking the entire building as the flood of creatures following it torn apart and destroyed any Knights still left standing.

James then saw another Beast like the last one bound pas the café, then another one, then another one, then so forth. All of them ignoring Ironwood standing just to the side of the onrushing swarm of nightmarish creatures and overwhelming monstrosities.

James knew for a fact who these monstrosities belong to. After all, he made a declaration of war against the White Fang, the Grimm, and Salem's agents.

As he watched the endless flood of bodies, James picked up an intact chair and sat down.

For once in his entire career as a General and working with Ozpin, he felt pity for Salem, for her minions have poked the belly of the beast and that beast is named Ceres.

* * *

**Location: Beacon, Beacon Docks. **

Adam Taurus. A name that strikes fear into the hearts of all those who dare go against him.

He had lead raids, killed those that dared to oppress the Faunus, spilled the blood of the guilty, and lead his brothers and sisters against those who continue to oppress them.

Tonight was supposed to be the night where the White Fang makes their mark. Tonight the institution that supports the oppression of Faunus supposed to fall by their hands. Tonight, it was supposed to be the reunion he was waiting for months for, to finally exact his revenge against the one who betrayed him and all the White Fang stood for.

Tonight was supposed to be easy, Vale in chaos, the Huntsmen too busy to stop the White Fang, and the very kingdom at the forefront of Faunus oppression blamed for the atrocities in Vale.

Adam and his brothers of the White Fang were prepared to die as martyrs to bring down Vale, to bring down the hierarchy that puts Faunus at the bottom, to finally get the revenge he so rightly deserves.

It went all so well…

"G-GET AWAY! AUURRGG!" "SKREEEEIIII!"

"LET'S GET OUT OF HERE!"

"HELP ME! HELP ME!"

"NO! NOOOO! NOOOOOO!" "CCRAAAAAAAAAAAAAAH!"

"WHAT THE HELL ARE THESE THINGS!"

"THEY'RE COMING FROM THE GROU-" "SKRRAAAAAAAAAAA!"

Adam drew his blade an inch from it's scabbard to block and heavy strike of the monstrous serpent in front of him. He quickly knocked the creature's claw to the side before firing off all the built-up energy held in his blade at the beast.

The serpent cried it's last as it was bisected diagonally in two. Adam had no time to rest as he quickly sheathed Wilt and cut down three more of the lizard abominations charging for him.

He then quickly blocked a flurry of deadly projectiles with an inch of his blade, the kinetic energy absorbed into his blade and filling his semblance back to full with just a few hits.

With full energy, he let loose his attack. The world became dark as a single slash of Wilt cut a swath into the horde in front of him.

Bisected bodies slumped onto the ground as the surviving White Fang behind him let loose a cheer of victory. Adam himself took a moment to catch his breath but was almost tackled to the ground as a serpent came bursting out of the ground below him.

Adam quickly planted his foot on the thing's face and leaped off, landing on his feet a good distance behind the defensive line.

Immediately the small breathing room he made swelled with monstrosities once again. This same pattern already happened four times but each time the creature's numbers seemed endless.

Those retreating were fell upon by the swarm, torn apart without mercy. The Bullheads they brought to Vale were at the landing docks, already Adam could see a few flying off.

Adam gritted his teeth in anger. These creatures, these Zerg were supposed to be dealt with! The human was supposed to take care of them! Trust a human to fail and ruin all his plans.

"SIR! THE LAST BULLHEAD IS WAITING FOR YOU!" An unnamed White Fang with antlers informed him.

Adam nodded as he turned to those that bravely remained behind. "BROTHERS! YOU'RE YOUR GROUND! YOUR SACRIFICES WILL BE REMEMBERED!"

"**FOR THE WHITE FANG!" **The faunuses chanted out as they held against the creatures. Despite their fervor, they won't last long, only buying enough time for Adam to escape.

With this in mind, he sprinted to the last Bullhead, already seeing desperate White Fang to cowardly to fight trying to get on it but were being held back by some of his chosen.

"LET ME ON!"

"GET BACK! GO BACK AND JOIN THE FIGHT!"

"WE NEED TO GET OUT OF HERE!"

"I DID NOT SIGN UP FOR THIS!"

"THEY'RE COMING FOR US! WE'RE ALL DEAD!"

"STAY BACK! YOU ARE NOT PERMITTED TO-"

"THEY'RE COMING!"

Adam glanced back and saw the Zerg overwhelm the defenses and surged towards the remaining White Fang.

Thinking quickly, Adam sprinted faster and leaped over the gathered crowd and into the Bullhead's confines. "GO! NOW!" Adam shouted to the pilot.

The two White Fang holding back the crowd immediately hopped on the rapidly ascending Bullhead. A few of the cowards tried to hang onto the Bullhead, but as soon as the doors closed, they fell off.

The last thing Adam saw was the flood of Zerg tearing into the Faunuses left behind. They were cowards anyways; they will not be remembered.

However, Adam's blood boiled over as he slammed and closed fist against the Bullhead's hull. "EVERYTHING WENT WRONG!" Adam roared in fury, the other two occupants shared a fearful look.

"S-Sir? Are you-"

Adam was upon him, slamming the Faunus onto the ground, slamming his fist repeatedly into the Faunus's face over and over in fueled rage. "IT WAS SUPPOSED TO BE MY REUNION! IT WAS SUPPOSED TO BE SUCCESSFUL! IT! WAS! SUPPOSED! TO! BE! MY! REVENGE!" With a final hard hit, Adam glared hatefully at the ruined bloody face of the Faunus below him, his fist stained with his blood.

Adam growled in leftover anger before standing up from the body. "Open the hatch and throw it over!" Adam ordered the remaining White Fang in the Bullhead.

However, before the Faunus could do anything, the Bullhead suddenly listed to the side, throwing Adam off his feet and slamming against the hull.

Furious, Adam made his way to the pilot. "What's going on!"

"I'm sorry sir! Bu- OH CRAP!" The pilot jerked the stick to the right as the Bullhead dodged something zooming past them.

Adam looked out the Bullhead window and saw hundreds of pods raining down onto Vale, the Amity Colosseum above Vale as Grimm of all shapes and sizes filled the skies, even the Grimm Wyvern was flying about and dropping more Grimm into Vale and Beacon.

However, just in front of the Bullhead were twelve other Bullheads. They were all retreating to the rendezvous point before heading back to the nearest White Fang base.

Suddenly a glowing green ball of fire slammed into one of the Bullheads, setting one of its turbines on fire as it made a crashing descent.

***Krrrt!* "What was that! Something hit Fang Hull 2!"**

"**HOLY! ABOVE US!"**

Adam looked up and saw a venerable cloud of flying Zerg descending to Vale from the Moon-sized monstrosity in the sky.

Suddenly another Bullhead exploded as one of the flying Zerg crashed into it from above and exploded. Another Bullhead was suddenly speared through by a massive squid-like Zerg as it used it's three mandibles to tear the bullhead apart.

Adam's Bullhead suddenly listed to the side as the pilot tried dodging through the torrential downpour of flying Zerg. Suddenly the entire back half of the Bullhead exploded and torn away, the White Fang flew out and Adam grasped the passenger seat with all his strength.

The Bullhead came to a crashing descent towards the forest just outside of Vale.

Adam couldn't think as his world soon turned black.

* * *

**Location: Vale**

The Zerg. A various swarm that overwhelms all opposition and leaves nothing behind.

They know no fear, no mercy, and no remorse. When the Swarm goes to war, they bring numbers unseen and unsurmountable by any army. Each and every living creature is bred for the sole purpose of annihilating the Swarm's enemies.

The Leviathan. The single largest organism employed by the Zerg Swarm as their space-faring ship. It's covered in meters thick carapace armor, it's size dwarfs those of the Protoss and Terran ships, and is utilizes some of the most devastating bio-weapons the Swarm has evolved for such a grand organism.

A single Leviathan and spell doom for an unprotected and unprepared planet, able to drop an entire Brood's worth of Zerg to overwhelm any resistance.

Such as the case with Vale.

Thousands upon Thousands of Zerg were dropped directly into the Kingdom and now are swarming through the Kingdom's street like an unstoppable flood of tooth, claws, and chitin. The Grimm, the greatest enemy of Remnant's Humanity, fell by the hundreds against the Zerg.

The Grimm, much like the Zerg, were without number, without mercy, and without fear. However, faced against the Swarm, lead by an intelligent Hive Mind, the Grimm within the Kingdom of Vale were in chaos. Zerg and Grimm met head-on, like two separate seas crashing against each other to overpower the other.

However, the Zerg or their very one leading them already has battle experience against foes who used the Zerg against them. Faced enemies far more dangerous then the Grimm could ever compare to.

So the sea of black was slowly being overpowered and torn apart by the sea of teeth, claws, and stone-hard chitin of the Zerg.

With the ground battle was all but won, the Zerg directed their attention to the air. Grimm from the smallest Nevermores to the largest Gryphons conquered the skies, the Single Atlas Airship being the sole presence within the black filled sky.

From the very bowels of the Leviathan, eggs were incubated and hatched within seconds. Soon a venerable swarm of Zerg flyers rushed from the Leviathan to meet the Grimm in open-air battle.

The first to arrive were the Mutalisks and Scourges, the very backbones of the Zerg Fleet. Their numbers were near endless, their ability to shoot acidic Glave Wurms and suicidal capability to explode overwhelmed any and all oppositions within seconds. Their shrieking cries can be heard for miles, the Grimm fought back, crashing into the Mutalisks and tore into the Mantis flyers in close combat while those that met the Scourges met a violent death.

The second to arrive are the Corruptors. Feared amongst the Terrans and Protoss for their air superiority, however, the reason for the fearsome reputation of the Corruptor was not in it's ability to spit caustic acid nor it's ability to take hits, but to do one thing that no space-faring craft of the Terrans and Protoss are capable of.

Engage in close combat.

The Corruptor uses it's harpoon-like beak to punch into the steel hulls of Battle Cruisers and the hulls of Protoss warships and expose those within to the vacuum of cold space or to spew acid within their hulls. Their mandibles tear apart any captured aircraft in shreds, and that's is what the Grimm are experiencing firsthand.

Swarms of Corruptors collided into the flying Grimm, spearing their prey before tearing into their bodies with their mandibles and melting their insides with caustic acid. The Gryphons and Nevermores fought back with equal vigor but were horribly outmatched by the Corruptors.

"**KKRREEEEEEEEEEEEEEIII!" **

The piercing cry of the Grimm Wyvern shattered the air. The Wyvern flew through the swarm, battering aside any smaller Mutalisks and recoiling from any Scourges that exploded against it's black scaly hide. The Wyvern was being bogged down by the surrounding Zerg, but with another ear-deafening cry, a flock of Nevermores and Gryphons rallied to the giant Grimm, surrounding it's form in a black formless cloud.

The Zerg focused on the massive flock, sections of the cloud disappeared as the Zerg concentrated their attacks on the Wyvern within. However, the Wyvern was protected by a living barrier of Grimm, no matter how many scourges explode against it, Gryphons would intercept and sacrifice themselves to set off the scourges. Mutalisks were attacking everything and anything, including ground targets. The Corrupters would be beset by a dozen Grimm.

The Wyvern let loose a ear-piercing cry.

"**KREEEEEEEEEEEEEEEEE-"**

***THOOOOOOOOOM!***

Suddenly from high above, a single tendril from the massive Leviathan, one of many, slammed into the back of the disproportionally smaller Wyvern. The massive tendril carried the screaming Wyvern smashing directly into the ground of Vale's center, shaking fracturing the very earth.

There was a moment of silence before the massive tendril slowly pulled itself out of the ground and back to the Leviathan above. Leaving a massive gaping hole at the Kingdom's center as it bellowed out thick black smoke.

With the Wyvern dead, the Grimm in the air were in disarray and were once more dying in droves.

Soon the skies of Vale belong to the Zerg.

* * *

**Location: Beacon, Vault**

Cinder was seething. The incinerated corpse of Ozpin laid before her; nothing was left to recognize the man by other than his iconic cane.

However, she got what she came for and has wasted enough time. The Zerg are here, she was still in danger. She needed to-

***BOOM!* "CRRAAAAAAAAAAAAAAAAAA!"**

Cinder turned and saw a massive multi-mouth worm-like monstrosity burst from the Vault's concrete wall to her right.

It then opened it's gaping maw and a single figure leaped out and onto the ground between her and the elevator.

His glowing orange eyes stared emotionlessly into Cinder's own as he slowly made his way to her. She in turn readied her newly acquired powers, her amber eyes burning with the power of the maiden.

"Cinder Fall. Your time has come." Ceres said, his tone calm but was as sharp as a blade's edge.

Cinder smirked. "You are far too late! I already have the power of the maiden! Nothing you throw at me will make a difference." Cinder retorted as her right hand burst into flame.

Ceres stopped just a few meters away. "My forces are clearing out the Grimm as we speak. The White Fang are all dead. And the Atlesian weapons you commandeered are all destroyed." Ceres stated.

Cinder chuckled. "Those were merely distractions to deviate you all from my true goal. Now I have achieved it, there is nothing keeping me from killing you again!" Cinder fired a ball of fire at Ceres. One that Ceres reactively slashed away with his glowing wrist blade.

Suddenly the massive Worm convulsed and spewed out more massive figures from it's maw. These figures let loose a blood curling roar before burrowing into the ground.

Cinder's eye's widened as she immediately flew back, just as the ground where she once stood exploded as four Massive Serpents with serrated claws and red markings came burst forth.

Each then fired a stream of deadly projectiles at Cinder, which she raised a single hand and incinerated them all.

Ceres the stood in between the large serpents, his glowing eyes never leaving Cinder's own. "You will not leave Vale alive Cinder Fall. You have sought my death." Ceres then extended his other blade as it glowed with power. "Now I seek yours."

Ceres charged forward, his beasts following closely behind.

Cinder flew into the air a tornado of pure fire swirled all around her.

Then she charged forward to face Ceres head-on.

**AN:**

**And that's a wrap. As many of you may have guessed this omake takes place after the last tournament when Penny was ripped apart. The idea here was an assassination attempt on Ceres nearly succeeded but failed. The specifics of said assassinations were still on the drawing board. So don't ask.**

**Tell me what you think about this. If you have any comments, questions, and suggestions, leave them in the comment box below.**

**Thank you and stay tuned for the next chapter.**


	5. Chapter 4: Last Contact

**AN:**

**Hello everyone, I am back with another chapter. **

**I was pleased to see a lot of you readers enjoyed the last chapter, I tried for a different character perspective and I am glad it worked out so well.**

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**Other then that I would like to also take this time to notify all those who use Guest accounts to do the same. I would like to reply to you all but can't. I don't know your situation or maybe simply because you do not wish to receive a reply from me but Fanfic accounts are free and takes only a minute to set up.**

**Anyway, enjoy this chapter everyone. **

Disclaimer: I don't own RWBY or the StarCraft franchise, both are owned by their own respective owners, Rooster Teeth and Blizzard.

"Normal talk"

'_Thoughts_'

"_**Telepathic communication**_**/shouting/other"**

**Chapter 4: Last Contact**

**Location: Abandoned SDC Mine, Main Hive Cluster**

Ceres is in a secluded chamber within the Main Lair, small enough for his own preference and large enough to conduct his experiments. In front of him is a single male human placed in a psionic induced coma and held in place by fleshly tube-like restraint growing from the very ground.

Today marks the ninth day and the end of the eight-day blizzard. It has also been eight days since Ceres made contact with the very first group of humans of this world, and since then he has been occupied between extracting information from each of the captured humans, experimenting with said humans, and overseeing the growth of his Brood.

Over the past week, Ceres's Brood grew, replacing the numbers lost, extracting the Dust minerals from the mines, and keeping a look out for any more humans or other denizens of this world. At the current rate, he will be able to morph his Lair into a fully grown Hive by next week, taking another crucial step towards his overall plan to return to the Swarm.

Ceres's eyes glowed as he psionically shifted through the unconscious human's mind, seeing the memories of this human named Harold Gold. Ceres is meticulously, methodically, and thoroughly extracting any useful or unique information that this particular mind might hold and simultaneously cross-referencing with the information of the last eight humans and Faunus Ceres already went through in the past eight days.

From the eight previous minds he used for information; Ceres has a good understanding of this world called Remnant.

Humanity, the Faunus, the Grimm, Aura, the Huntsmen, the Huntsmen Academies, and most importantly the four kingdoms that make up most of humanity.

Despite what the Terrans or other non-psionics may believe, searching and extracting an individual's entire life span of memories is a delicate and exceptionally long process, especially when it comes to the fragile minds of humans.

The difficulty of reading past memories is unlike telepathically reading one's surface thoughts. Memories are something much more hidden and dormant depending on how much time a memory has passed. Recent memories are much more clear to see and easier to obtain, but as one searches through older and less 'used' memories those become more… diluted depending on the individual.

Then there are forgotten and repressed memories, those are a simple matter of finding and restoring. But such a method will often have negative results for the individual involved, especially if they are awake and aware.

Also, the simple fact that if one were to search through the entire memory bank of any aged individual like Ceres is currently doing, then the length of time varies depending on the age of the individual. It's the equivalent of a normal human reading through an entire library's worth of titleless books, not knowing where any useful information may be held.

Even for a psionic being of his caliber, Ceres must take the necessary preparations if he wants to yield as much information from a human mind as possible. If this were any other situation it would take mere seconds to find key information he needs to understand about this world and its denizens from these unprotected minds.

However, Ceres's current situation is anything but usual. He's on an unknown world with a completely different humanity compared to the Terrans he is familiar with. Ceres not only want information about the very world he is stranded on, but also how this humanity functions on this world, their social norms, how these humans treat other humans, how they raise their offsprings, how they feel when faced against an unknown creature, and most importantly how they react to unknown entities.

Ceres wanted to know humanity and their norms to better understand how to approach humans of this world. Hence why he's taking the necessary time and effort to scour the minds of those he captured. To know one's enemies is the first step to defeating them, something he learned and eventually imparted onto his Queen as one of many lessons about vision.

However, such information even with Ceres's own mastery over his own psionics takes a good portion of a day in order to completely scour a single mind, hence why he only managed to completely read through eight minds in the past eight days in order to collect a reliable collection of information.

To Ceres, the Terrans of the Koprulu Sector are unlike both the Zerg and the Protoss. Each individual Terran is unique, raised through different or similar means, diverse and indistinguishable when it comes to the individual's beliefs and morals of war/violence. If the humans of this world are anything like the Terrans of the Koprulu sector in terms of diverse beliefs and use of force, then Ceres must know if humanity will eventually become a threat to him and his Brood.

Such as the case with these humans, Faunus, Huntsmen, and soldiers who were exiled from their homes and branded as criminals in the eyes of the wider human society. Or at least, one settlement of humans.

Ceres's eyes dimmed as he finished scouring the mind of the human in front of him. Taking a moment of respite he started reviewing all the important information he gathered so far. And so far the information he collected was both vast and incredibly valuable.

The power these humans and Faunus have called 'Aura' intrigued Ceres. The ability to utilize their very souls as a weapon.

From what Ceres learned; Aura remains 'locked' within Humans, Faunus, and even animals until either 'unlocked' by itself or by an individual who already has their Aura released.

Aura has multiple functions but is categorized into two different parts, the first is that Aura can be used almost passively as a defensive barrier that protects the user from any and all attacks short of overwhelming power as well as grant it's user enhanced physical capabilities to superhuman levels such as enhanced regeneration, superior strength, and superior agility.

Ceres saw how these exiles, both human and Faunus, were able to survive attacks that would normally cripple or even kill Terran Marines in full CMC power armor. The concept and utilization of Aura by these exiles explained just how this group lasted as long as they did and even killed many of his Zerg during the night of the attack.

These users of Aura are then trained to be elite warriors amongst their civilizations called Huntsmen. If the one named Gunnar Gratt, who alone killed dozens of his Zerg and a experienced Huntsman amongst the exiles, was any indication of the capabilities of a single Huntsmen, then entire groups are not to be underestimated.

However, Aura is not a lasting nor it is a perfect defense. If the user takes enough damage both in a overwhelming scale or on a constant basis, then their Aura will eventually break and leave them vulnerable. Though Aura protects the user from physical harm, it does not protect their users from other forms of attacks, such as visionary attacks, auditory harm, and most importantly does not protect the mind from illusions.

Fortunately, Ceres has more than enough experience with the Protoss to deal with these Huntsmen or any users of Aura. After all, these Huntsmen are trained warriors with an innate barrier-like ability, much like the Protoss in that sense.

However, Aura also grants their users another hidden ability that Ceres is most cautious about. A unique ability called a 'Semblance'.

A Semblance, as Ceres learned, is unique and varied between each Aura user, predominantly seen in Huntsmen. Semblances are often undiscovered; many Huntsmen would discover their Semblance later in their lives and career and can range from a unique non-combat passive ability or an active ability used catered to combat.

Ceres looked over to the restrained human. Harold Gold has a semblance that allows him to temporarily blind his targets for but a few seconds, limited only by range and number of targets that are within his direct sight.

Such a semblance would be considered an active combat ability, useful in facing single or multiple opponents.

Unfortunately for Harold Gold, he cannot blind the Zerg as Ceres watched through a recent memory of him being mauled and dragged towards the mine by Hydralisks. The human tried to blind the Zerg in front of him, but the Hydralisks not only can rely on other senses but can also receive visual aid from other surrounding Zerg units through the shared Hive Mind.

In short, Harold Gold's semblance was useless against the Zerg.

However, semblances are often unique or similar between each Huntsmen, what's not to say there is a Huntsman with a semblance that can resist or worse nullify the psionic Hive Mind of Ceres's Brood? A semblance that can resist and fight back against Ceres's own psionics? A semblance that can instantly kill his Zerg no matter how strong? A semblance that can turn his own Zerg against him?

Ceres will have to make contingency plans against such semblances. Just one of the many factors that he and his Zerg will not fall against if encountered.

One such contingency was to see if these exiles could unlock the Aura within his Zerg. Two days ago he tested this theory and had a psionically controlled exile go through the steps to unlock the Aura of a Zergling.

Results failed, nothing happened after twenty tries with different exiles and Zerg units.

He then tried it on himself. Also a failure.

He then tested it on one of the captured children, one that did not have their Aura unlocked to see if it works. The results were a success on the first try, the child was wreathed in an Aura barrier, signifying that the ceremony, as well as the entire procedure, was done correctly.

Since that day Ceres pondered as to why he and his own Zerg failed to receive Aura?

Did they not have souls? An impossibility, Ceres knows his soul and very being is real. Was it biology or a evolutionary trait of this world's humanity and Faunus? A possibility but Ceres detected and examined no differences between this world's humanity and the Terrans, even the Faunus with their animalistic differences are almost naturally the same as humans.

Whatever the reason was, Ceres does not know, which concerns him since this world's denizens may have abilities that could be a threat to Ceres and his Brood. However, it was not a total loss as Ceres discovered that using the same psionic senses to detect hidden life forms he could visibly see and detect aura, even through certain layers of cover.

Such discovery will be a great advantage for Ceres and his Brood.

Ceres focused on his next topic of concern. The four major Kingdoms that comprises most of humanity's and Faunus's population, Atlas, Vale, Mistral, and Vacuo.

To Ceres the kingdoms act more like cities rather then continent-spanning civilizations depicted by the humans and Faunus Ceres collected the information from. Each of these kingdoms is located on different regions around the world, each with their own cultures, histories and politics that Ceres found both interesting and unimportant. Though the Kingdoms hold reign over large swaths of land, in reality the Grimm dominate said land and kept humanity and the Faunus in their kingdoms and villages.

However, what each of these Kingdoms have in common is their political leadership, an elected council of men and women that oversees the functions of their respective kingdoms as well as deciding/voting on any important decisions on behalf of their kingdom.

Ceres already saw the flaws and weaknesses surrounding these councils. It wouldn't be a surprise to Ceres if any of these councils are filled with corrupt or selfish individuals, the Terrans proved that point clear with Mengsk and all those who kept him in power after he betrayed his Queen and created the Dominion.

Even the Protoss. The Conclave's incompetency nearly drove their race to extinction during the Great War. Letting their so-called pride blind their judgment and rationality.

Fortunate for Ceres and his creator the Overmind at the time as it made it all the easier to invade Aiur and protect his Queen when she was in her chrysalis.

However, Ceres will not judge an entire race on the actions of the few in power. James Raynor, Artanis, and even his Queen have shown Ceres just how much can be achieved if there are those willing to seek and fight for what they believe in.

James Raynor. Fought against the tyranny and oppression of Mengsk, but that did not sway him away from those who needed his help. He helped all those he could, both human, Protoss, and even the Zerg.

Through his mercy and sacrifice, many rallied to his side, to repay the lone human for all he has done for them. Even Ceres.

If not for his mercy, Ceres would have never reunited with his Queen and to the Zerg Swarm. If not for his efforts, his Queen would've died at the hands of a corrupt tyrant they both hate.

Such a debt that Ceres to this day has not repaid and may never will.

Artanis. Holds the responsibility of an entire race on his shoulders. Uniting his people despite centuries of grudges and differences, believing that all Protoss unified as one can achieve great heights.

Many called him foolish, Ceres included. But Artanis achieved his goals in the end, despite the loss of life and despite the opposition he faced, Artanis held his word and honored all those who followed him as his equals.

Ceres no longer calls him foolish.

Lastly, Sarah Kerrigan. A human that was betrayed and turned by the will of the Overmind, to be his greatest creation amongst the Zerg. Ceres was created with the sole purpose of acting as her guardian, a role that he took to with every fiber of his being.

Ceres defended his Queen, at first simply lashing out at any of those who dared come to harm his Queen. But with every battle, Ceres began to learn from his enemies, their tactics, their strategies, their weapons, their capabilities and how to utilize the Zerg against such foes.

By the time his Queen emerged from her chrysalis Ceres learned and mastered the concept he called 'Vision'. With Vision he became a force to be reckoned with. With Vision he was able to overwhelm the Terrans and Protoss, slaughter their armies and bring ruin to their bases.

But when his Queen emerged from her chrysalis and asked for him to continue his role as her guardian, Ceres knew that day he will forever serve her as long as she has need of him.

Even to his death and his resurrection by Narud's foul experiments, Ceres remained loyal to the very being he was created to guard over.

And his Queen rescued him, changed but all the more powerful.

Ceres did not care, his Queen rescued him, lead the Swarm to greater heights, and even brought death to a Dark God.

But in the end, after it was all done, his Queen disappeared. Leaving him with her final order that Ceres still vividly remembers.

'_**The Swarm is yours. Be it's loyal guardian, as you have always been to me.'**_

Ceres shook the memory out of his mind. He distracted himself from the topic at hand.

The Kingdom of Atlas. Among the four kingdoms, Atlas is the only kingdom that Ceres sees as an immediate threat.

Atlas self-declared itself as the world's most advanced Kingdom with the most powerful standing military. From what information Ceres collected this reputation is shared by the three other kingdoms. Atlas itself is a flying city held aloft by propulsion technology and protected by their military fleet of Atlesian Airships, companies of trained soldiers, armies of battle drones they called Knights, and squads of highly trained officers called Specialists.

Atlas is located far down south of the continent just miles from the coast where coastal outposts guards the kingdom against any outside invaders. The kingdom is a immediate concern to Ceres because of the simple fact that his Hive Cluster is in the same continent as the floating city and only several hundred kilometers from the kingdom itself and a mere 500 kilometers to the nearest Atlas owned outpost.

Atlas's combat capabilities is a considerable threat compared to Ceres's current forces. They have a sizable air fleet, an army of soldiers and autonomous Drones, their own variation of elite Huntsmen called Specialists, and enough weapons and vehicles of war to level his Hive.

Ceres cannot hope to face Atlas directly with only a small brood of Zerglings, Hydralisks, Banelings, and Roaches. Ceres has yet to make any Mutalisks on his own precautions to hide the location of his Hive Cluster. Even then the Atlesian Fleet will no doubt have air superiority over his Zerg at the moment.

His current advantage is anonymity. The kingdom and their military is most likely unaware of Ceres's presence, their lack of presence the past week and a half attributes to such. The exiles Ceres captured are also a non-factor to alerting Atlas, they have a reputation of evading Atlas soldiers and setting up surprise raids on the kingdom's supply routes. Atlas does not know about the exiles' demise at his hands, something Ceres is confident of.

While their technology is innovative and effective, they are still technologically inferior compared to the Terrans. One of which is despite having an entire fleet of airships and lifting their very city from the ground, they have yet left their own planet or even launched a single functioning satellite in orbit.

After compiling through the collected information about Atlas, Ceres can see three major weaknesses Ceres can use to his advantage.

Their communication technology, orbital superiority, and the city of Mantle.

Their communication technology is primitive, most likely due to the lack of satellites and other orbital communication platforms. Atlas instead created large communication towers for each of the four kingdoms they named Cross Continental Transmit System. These towers allowed for worldwide communication between each of the four Kingdoms as part of a peace treaty. Each of the four towers uses radio technology to transmit all forms of communication between each of the Kingdoms as well as provide basic electronic communication between individuals through the use of personal devices called Scrolls. Unfortunately, none of the exiles carried such a device, the reason behind this is the Atlas military's control over the CTT, able to track any and all scrolls using the communications tower.

This is the only form of communication humanity and the Faunus currently have. In the event where any one of the towers is disabled or destroyed, then long range communication between Kingdoms will be silenced.

Ceres can use this if forced into a war. Humanity's and Faunus's main source of communication is radio waves and tied to these singular sources already gives Ceres a significant advantage against Atlas and the other three kingdoms. Radio communication can be easily tapped into and even silenced with psionics powerful enough to do so and if needed Ceres can destroy Atlas's CTT and cut its communication from the other Kingdoms as well as the entire kingdom itself.

It appears Ceres has another task for his Overseers if the situation ever calls for them.

The second weakness is more of a potential advantage. Orbital superiority.

All of Remnant has no presence in space as they do not have the means to leave their planet successfully. The space around Remnant is uncontested free territory for Ceres to take.

Once Ceres has the capability, he will establish his main forces in orbit, untouchable by any of the denizens of Remnant, calling in reinforcements when needed, and attack any threats from an impossible angle. However, it will take some time before Ceres can create a Leviathan and even more time to create enough to cover the entirety of this world.

The time needed to collect enough resources to create his first Leviathan could be a couple of months and by then it will be estimated another month for the Leviathan to fully hatch. This is considering if he can keep his Brood hidden from Atlas and nothing else interferes with his plans.

But Ceres did not fight wars and battles for this long by being short-sighted, he must make every precaution and preparations to deal with any and all possible threats. Especially with the information he knows now.

Which brings him to the third glaring vulnerability of the kingdom of Atlas. The city of Mantle.

Below the floating city/fortress is the commonly forgotten city of Mantle, what use to be the original capital of the kingdom is now a dilapidated city that contains more than half of the kingdom's entire population as well as all the kingdom's manufacturing factories and Dust refineries.

All nine minds showed Mantle as a dilapidated city. Eight out of the nine exiles Ceres used lived most of their early life in the city itself. A defensive wall surrounds the city but the wall itself is in a constant state of disrepair with only a minimum amount of maintenance and resources are contributed to keeping the wall standing. But even with a wall, there are still holes, both figuratively and literally, in the defenses for the Grimm to rush through and attack the city itself. None of the attacking Grimm are in large enough numbers to be an actual threat but still shows the lack of attention and care for the city's only notable defense.

Overall Mantle is but a shadow underneath Atlas, barely maintained and mostly used as a means to harvest resources and other materials for the floating city, it's military, and it's corporations. A large portion of those who dwell in Mantle lives on the border of poverty with the threat of death every day while those above them live in luxury and safety.

To Ceres, there is a clear division between the denizens of Mantle and those of Atlas's higher hierarchy. That is what all nine minds showed Ceres in their biased views supported by their experiences and lifetime of hardship and struggle surviving in Mantle. Such views have their uses to show Ceres the side the so-called 'Greatest Kingdom' tries to hide and forget.

However, despite its dilapidated state, Mantle is still considered an asset to Atlas. Their manufacturing and Dust factories are located within the very city itself as is most of their total population.

If Ceres is forced to go to war with the kingdom, Mantle will be the Atlas Military's downfall. Every military power in Ceres's experience will defend key areas of important resources. Mantle is Atlas's main resource as well as the most vulnerable of the two cities. Its walls are easily surmountable, the Atlesian military will be forced to the ground to fight for Mantle, and its population is already concentrated into one small area of land, too concentrated for the military's fleet to simply bombard.

Ceres can already see how he could take over Mantle if he had the resources. Ultralisks clearing through the walls as the rest of his Brood swarm into the city. Changlings disguised as citizens ensuing discord and riots to overthrow or at the very least weaken the city's defenses. The last but possibly the most effective, infestation.

However, Ceres left these plans alone for another time. In time Ceres's Brood will be able to deal with anything Atlas or this entire world could throw at him, but his main priority is returning to the Swarm, time and resources are now a precious commodity that he cannot waste fighting a meaningless war.

For now, Ceres's best option is to hide for as long as he possibly can from the denizens of this world and extract whatever information he can from the humans and Faunus he captured eight days ago.

The one named Gunnar was the very first mind Ceres scoured through. Ceres took his time to extract as much information from Gunnar's mind, nearly taking an entire day before Ceres finished and decided to wake the lone human. The information that Gunnar provided gave Ceres a foundation of what certain information Ceres should look for in the other minds as well as all the information the human knew about the Atlas Military and the contingencies the kingdom has in place against any threat. Contingencies such as evacuation routes, Grimm shelters, counters to Arial Grimm swarms, counter to Grimm hordes attacking Mantle, the death of the Council, death of the General, the military's chain of command, rogue elements within the kingdom and military, and many more.

All this information, thanks to one single human scorned and exiled from the very kingdom he once swore to protect.

Ceres thought back to that very night, where the very first group of humans of this world came to his mine and the opportunity as well as the dangers this group presented to Ceres.

226 humans and Faunus in total. 170 of which were armed with standard ballistic weaponry and armor stolen from Atlas. 24 armed with specialized weaponry ranging from various hybrid weapons to weapons utilizing Dust Minerals. Finally, 30 non-threats comprising of 20 children and ten humans and Faunus who were nearing the end of their expected age.

The group as Ceres would later find out is a largely nomadic group of exiles and criminals, all who willingly left Atlas in order to find a new settlement for themselves. Their leader an ex-Atlesian Specialist named Gunnar Gratt, the very first human of this world that Ceres spoke to personally.

The reason why they came to the supposedly abandoned mine eight days ago was that Gunnar Gratt and his closest aides paid an informant within the Atlas Military for the location of the mine. They planned to take their group of exiles and build a new settlement from the abandoned mine and use the Dust minerals within to provide for their people.

At the time the significant dangers of this group discovering Ceres's Zerg this early into their development presented numerous dangers in of itself. At the time Ceres already deduced their intentions of using the Dust mine for themselves, what other reasons would this large group of humans have coming to a supposedly abandoned mine in a hostile environment.

Along with the dangers also came numerous unknown variables surrounding this group that Ceres did not know at the time. Their purpose, faction affiliation, combat strength, combat capabilities, their military strength, level of technological advancement, behaviour towards unknowns, and their combat doctrine.

However, the opportunity to finally gather crucial information about this world outweighed the negatives. Ceres at the time needed reliable information without risking himself and his Brood to search the world themselves. He had no knowledge as to the state of this world nor the state of it's denizens and this very first group of over a hundred minds arrived at his proverbial front door, as the Terrans would say, all armed with weapons of unknown origins and significantly large in number.

So Ceres at the time carefully and thoroughly thought out his options as he observed this large group through the eyes of his Overseers hidden above the clouds that day.

The option to hide his Zerg and observe the humans from a distance will not only yield little to no information but if he left the group to search the mine, they will take it's resources and eventually stumble upon his Hive Cluster and will most likely react negatively towards his Zerg.

But by the off chance this group didn't find his Hive Cluster or his Zerg, they may eventually bring even more humans to the mine and ultimately his Hive will be discovered. By then the group will turn into a venerable army and will most likely entrench themselves and eradicate his Zerg with superior numbers alone.

Ceres can fight a battle but not a war. His resources are limited to this one mine as he has not found any other Dust deposit since his arrival. The mine and it's Dust minerals is far too valuable to lose, Ceres will not give up the Dust much less willingly part with even a single mineral.

The second option was a more peaceful approach. Make first contact with the group to see what their purpose was and how they react to his Zerg.

However, this option had it's own dangers and variables that Ceres could not afford to make. If he made contact and if this group are hostile, then negotiations will fail and all pretense of hiding his Zerg will be gone as Ceres will have to focus all his efforts and precious resources meant to find a way back to the Koprulu Sector to fighting a possible war if this group belonged to a larger faction of humans.

Ceres was confident his Zerg could kill and subdue all the humans before they could contact any possible reinforcement. However, if his earlier theory about faction affiliation was correct, then the sudden disappearance of this group will just eventually attract even more from their unknown faction to confirm the fate of this group.

This will ultimately escalate into a war. Something Ceres CANNOT afford at the moment.

However, if by chance Ceres comes to a peaceful conclusion with this group then there lay another problem. It is clear the group came for the Dust minerals within the mine, the very same minerals his Brood needs to grow and develop and the very same mineral Ceres needs to fuel his eventual departure from this planet.

Afterall the resource cost of a single Leviathan is substantial. Normally it would take multiple fully developed Hive Clusters to create a single Leviathan in an acceptable amount of time. Currently Ceres has one Hive Cluster in it's second tier of development, he will need every last bit of resources in the mine until he can discover more.

It is clear this Dust is an essential resource for the humans of this world, and if Terran politics and their greed for resources was anything to go by, then Ceres will eventually be faced against similar politics and those who will no doubt seek to take advantage of both the Zerg and the Dust minerals in his mine.

It is not a matter of maybes with human interactions with Zerg, Ceres knows for a fact, through dealing with Terrans, that humans in any positions of power WILL seek in some way or form force, trick, or exploit Ceres and his Brood. However, Ceres does know that not all humans are the same, there are humans who may understand Cere's motives if he took the time to explain. However, these same humans may or may not exist in positions of power and influence.

If that is the case then Ceres will not waste time nor resources in a pointless venture for this kind of peace. But that does not mean he will go to war with humanity, he will lose far more than he has to gain if he did if he tried vying for peace.

This option was discarded almost as immediately as the first.

The third option was the option that Ceres opted for that very night. Capture a single member of their group in secret and extract information.

Ceres waited until nightfall when the blizzard settled in and observed how the group organize themselves. It was clear at the time the armed elements of the large group received military training comparable to the Terrans. They organized themselves to guard the perimeter of their large camp during the night as well as sent a small team of five soldiers near the mining compound.

Ceres at the time saw an opportunity, to see how these humans would react to his Zerg. So he sent a single Zergling under his personal control to greet the team of five armed soldiers.

Of course, when the soldiers saw the lone Zergling they reacted as humans would react to an unknown creature. Raising their weapons, debated amongst one another for a few seconds and receiving confirmation from their superior, and ultimately decided to shoot the Zergling.

Ceres controlling the Zergling acted docilely, to show no hostility. But even then, fear and paranoia took over these humans and they ultimately decided to kill what they barely understand.

It was understandable to Ceres even now after everything he learned these past eight days. The Grimm that dominates this world taught humanity and the Faunus to fear the monsters and beasts outside of their walls. He also understood that no amount of peace or armistice on his behalf will earn the goodwill of this world's denizens.

They will remain suspicious; they will remain fearful as an untold amount of years surviving against the Grimm taught humanity to be fearful of monstrosities for the sake of survival. Eventually, everything will boil down to the very moment where the humans controlled by their own fear will raise their weapons against Ceres and his Zerg.

In the end. The question of can Ceres and his Brood work in peace with humanity that learned to survive and kill in a world ruled by dark monstrosities?

No. No, he cannot.

That very moment when the five humans were ready to kill Ceres's Zergling, he sprung the ambush. Four Hydralisks including Ceres's Zergling quickly subdued the humans before they could alert the others. It was at this point Ceres first encountered Aura. as none of the humans suffered notable wounds, some even fighting back but to no avail.

With the scouts subdued, Ceres quickly and thoroughly read their minds, extracting any and all information about the group and their purpose.

When Ceres learned that the large group of humans and Faunus were simply a single nomadic group of exiles and not part of any larger faction of humans, the dangers of faction affiliation became nulled.

Ceres changed his plans. Capture the exiles for information and prevent any from escaping.

On his command, a 130 Hydralisks descended on the camp.

The Hydralisks are the most versatile of all the Zerg sub-species, their ability to face nearly any threat with deadly efficiency gained them the reputation as one of the most feared units of the Zerg Swarm.

Their armor-piercing spines can penetrate the neosteel of the Terrans, the strength behind their scything claws can shatter the plasma shields of the Protoss, and their size and tenacity make for a relentless predator that knows no fear, no mercy, and no pain.

Hydralisks are the pinnacle of what makes the Zerg so feared amongst the Protoss and Terrans and the reason why he had chosen the Hydralisk to test against the exiles at the time.

The results were both expected as well as unexpected.

Before the attack, Ceres gave specific orders to his Hydralisks to capture and retrieve as many of the humans and Faunus alive and in stable condition. Those who cannot be captured are to be killed.

The entire camp soon delved into chaos as his Hydralisks broke through the perimeter defense and attacked the camp.

Though the group at the time were in disarray, they still organized themselves into a defensive hold in the middle of the camp while his Hydralisks focused on hunting down and retrieving any and all they could.

No doubt in the eyes of the exiles they saw nightmarish monsters abducting and killing their people without remorse. But to Ceres the Hydralisks were carrying out his orders to the letter, limiting the casualties to only those who showed great resistance and proven themselves to be too dangerous to be captured.

However, what surprised Ceres that night were the casualties his Hydralisks suffered. Ceres understood that Hydralisks, for all their strengths are not unkillable, can still bleed, and die like any living being. However, killing a Hydralisk in direct combat is proven many times to be of no easy feat. A significant amount of killing power and skill is needed to kill a single Hydralisk, much less facing an entire army.

What Ceres saw that night were not only soldiers surviving fatal attacks from his Hydralisks, but even a few lone exiles engaging his Zerg in direct combat and successfully killing many of his Hydralisks. Only the likes of the Protoss can possibly achieve such feats, their martial prowess, superior physiology, and advanced technology allow them such.

At the time Ceres did not know about the true capabilities of Aura or about the Huntsmen, he assumed the exiles had some form of barrier technology that he could not see and have proven to be martially superior then he had expected. So with this new unforeseen variable, he ordered his Hydralisks to use lethal force against the soldiers as they are proven dangerous enough to face and kill his Hydralisks.

Soon the last form of resistance was the organised defensive at the center of the exile's camp, protecting those who were considered non-threats which included children, elderly, and the wounded.

That very night was the first he faced against an organized resistance from the denizens of this world. It was clear at the time that these humans and Faunus received combat training, understanding of this world's military combat doctrines, as well as their weaponry and skills, are less developed than the Terrans but are still effective against his Zerg.

Ceres saw a perfect opportunity to test his Zerg against a militarized resistance, to see how these exiles fair against his Zerg.

So using the Hydralisks he started testing these exiles and their defenses, barraging it with Hydralisks spines to see their recovery time, charging Zerg straight into their lines to test their defenses, and finally swarming their defenses on multiple sides simultaneously to test their retaliation capabilities.

In the end, after stress testing these exiles combat and defensive capabilities, Ceres collected the remaining survivors and brought them to his Hive Cluster, capturing 82 exiles in total.

Ignorant eyes would view what happened that night as a massacre of innocent lives. But to Ceres, what happened that very night was a strategic retrieval of important information as well as necessary containment. Ceres couldn't afford for a single one of these humans or Faunus to escape and spread news of his Zerg. The death toll that night was more attributed to the chaos that was the battle. Death was unavoidable in the heat of battle, accidents occurred that was out of Ceres's control as well as some of the exiles taking their own lives before his Zerg could capture them.

Ceres does not care about the death of these exiles. But that does not mean he enjoys mindlessly slaughtering any living beings for the sake of some depraved satisfaction, it would be a waste of both time and resources to do so.

That very night was merely a necessary step Ceres has to take to ensure his survival on this world long enough to return to the Swarm, a step he will take many times as necessary if it meant returning home to where he belonged.

Ceres's eyes glowed as he went through the process of shutting down Harold Gold's vital functions. A quick and painless death that Ceres can afford to these exiles, a sort of repayment for the information they have given him.

By the time Ceres finished he then mentally checked on the current state of his Brood, the familiar rush of information coursing to the very forefront of his thoughts.

His Brood nearly doubled in number as he ordered, from 928 last week to 1,832 Zerg. Ceres wanted to keep his Brood small, the mountains, underground mine, and the valley his Hive Cluster is in maybe large, but a full Brood usually spans much larger landscapes. Right now Ceres wanted the Kingdoms, especially Atlas, unaware of his presence, too many Zerg will eventually attract the type of attention that Ceres does not want.

Ceres then turned his attention towards his patrols and Overseers hiding in the snowy tundra and high in the clouds respectively. The patrols roam the surrounding territory owned by his Brood, encompassing the entire abandoned mining compound as well as the surrounding area. The Overseers are hidden high above the clouded sky, shielded from sight by the clouds and high enough that any short-range detectors cannot detect them. Ceres had 14 Overseers scattered all around the area surrounding both the mine and Hive Cluster as far as the mountain pass. So far neither his patrols nor his Overseers encountered intruders from Atlas or the roaming packs of Grimm throughout the entire day.

There has been a notable increase of Grimm intruding his territory over the past few days since the very night Ceres captured the exiles. Nearly every day for eight days multiple packs of Grimm would enter through the mountain pass and head directly towards the mine with an almost single-minded purpose.

The first few packs his Zerg disposed of number in the dozens and these packs arrived mere hours after the night of the attack, the usual Manticores and Beowolves were present in these packs as Ceres learned from the captured exiles. But as the days went by, different sub-species of Grimm that Ceres has yet to encounter arrived. Sabyrs, Teryxs', Ursas, Manticores**,** and Megoliaths all invaded Ceres's territory.

His Zerg would make short work of these Grimm as they usually come in low enough numbers, but the Grimm's behavior and single minded attraction towards his mine made Ceres suspicious. He had his Zerg clear out the exile's camp leaving no trace behind, perhaps these Grimm were still attracted to the negative emotions of the exiles that night eight days ago. But that begs the question of just how negative emotions affect the Grimm and how the Grimm sense such emotions from such distances, is there a limit? Can emotions linger in an area?

Ceres sent the mental order to all scouts to capture the next Grimm they encounter and to bring it back to him alive and in functioning condition. He needed to run some tests with these Grimm about their very nature as well as their innate abilities, otherwise, Ceres's question will go unanswered.

Ceres then turned his attention back to the dying human in front of him. This exile as well as the past eight exiles gave Ceres a good portion of the information he needed. Of course, there is still information that Ceres still seeks and even more information after learning everything he could from the nine exiles.

In time Ceres will obtain the information. After all, he still have 73 minds to examine for information.

Sensing the human's heart slowly beat to a stop, Ceres telepathically called for a Drone. On command a single Drone entered the chamber and plucked the deceased human from his restraints and carried the body away to be dissolved and its biomass digested. In the Zerg nothing is wasted, all biomass is recycled and used to grow his Brood, no matter how small the yield may be.

Ceres then made his way out of the chamber, the living door parted as he made his way through and headed towards the Lair's egg chamber.

Arriving at the egg chamber, Ceres took in the vast space that makes up the very core of the Lair. Here nearly ten thousand eggs lay dormant, ready to hatch on his command if needed. There are four main entryways into this very chamber directly from the outside world, pathways are cleared by the Drones through the eggs and towards the center of the chamber where a massive pool lay.

A mixture of acidic enzymes and highly concentrated Zerg acids make up the digestion pool, where all forms of biomass, minerals, and vespene gas are dropped in by the Drones to be digested and used to grow and create all of the necessary Zerg organisms within the Hive Cluster. Right now Ceres casually watched as lines of Drones filed in and out of the chamber, dropping their harvested Dust minerals into the pool before returning to the mines. The pool rippled and hissed as Dust was dropped in by the pound, the pool would then glow the same hue as the colour of the Dust before returning back to the translucent green acid Ceres is familiar with.

This was a harmless side effect Ceres discovered with the Dust reacting to the digestion pool, the very energies held within the minerals reactively dispersing as the pool digested the Dust.

From what he understood, each type of Dust is a specific element of nature according to the kingdoms. Fire, earth, wind, and ice Dust are the most commonly found elements, other elements of Dust are often rare or mixed and refined by the kingdom's, more specifically by a single corporation who make their business in mining, refining, and selling Dust to the four kingdoms.

The Schnee Dust Company. The very company that used to own the very mine Ceres currently occupies.

Such a company held Ceres's interest due to the simple fact that it's the most powerful corporation amongst the four kingdoms as well as the only known supplier of Dust to all four kingdoms. The corporation as well as it's CEO are housed in the same kingdom Ceres has all eyes watching out for, but other then those very reasons Ceres is not overly concerned about the corporation or it's controversial business practices.

The SDC, it's short term name, unofficially abandoned the mines Ceres occupies and made no attempt to reclaim it for eight years if the exile's information was correct. So in short, Ceres expects no interference from the for-profit corporation, especially concerning the character of it's CEO if the exile's view on him is anything of reference.

However, Ceres has yet to experiment intensively on the Dust minerals and their elements, but he did order the Drones to set aside a small portion of minerals of every element they found in his personal chamber.

Experimenting on the Dust is next on Ceres's side plans, the potential of combining Dust to Zerg essence is something for Ceres needs to experiment with. If he can adapt his Zerg to utilize Dust elements, then his Zerg can evolve new abilities or enhance others. However, without Abathur Ceres is limited on what he can do in terms of direct genetic manipulation and experimentation.

Ceres, for all his capabilities, cannot manipulate DNA strands or essences on the same level as the Evolution Master. Much like Ceres in his creation to guard his Queen, Abathur was created by the Overmind for the single-minded purpose to seek genetic perfection of the Zerg Swarm, to become the Swarm's Evolution Master.

To compare Ceres's capabilities of essence manipulation to Abathur is similarly comparing Abathur's leadership and command capabilities to Ceres's own. Ceres is the best at what he was created to do while Abathur has no equal when it comes to what it was created to do.

However, that does not mean Ceres is completely helpless. He worked closely with the Evolution Master in the years following Amon's defeat and learned some of how Abathur evolves the Swarm.

All Ceres needed to do is experiment with both the Dust and his Zerg and see what works best.

"Creeeeeiii…"

Feeling something clawing and tugging at his pant leg, Ceres looked down and saw a single Larva, soon feeling it's minuscule mind pushing gently against Ceres's own seeking his attention. Soon the single Larva was joined by dozens more coming out from between the surrounding eggs, all seeking attention and waiting obediently on his orders.

Ceres sent a quick order to the Larvae to leave him. The surrounding Larvae shuddered simultaneously, receiving the direct order, before crawling away back between the eggs.

Except the single Larva still trying to climb up his leg.

Ceres grasped the lone Larva in his telekinetic hold before levitating it to eye level. He then placed the Larva into his outstretched hand. Its segmented body is small enough to fill his palm and its three glowing amber eyes met his own.

'_**Soon Galash. I will have use for you soon.' **_Ceres telepathically sent, earning feelings of warmth and obedience from the small Broodmother Larva. Ceres then lowered the Larva back onto the ground as it slid off and crawled away, disappearing into the surrounding eggs to feed.

Ceres stood straight back up. He had distracted himself from his work for long enough. Now it's time for-

'_**INTRUDERS.'**_

Ceres suddenly stopped in his tracks, immediately shifting his mental vision to see through the eyes of the Overseer closest to the mountain pass. Highlighted by the Overseer's senses Ceres saw a single armored transport through the grey clouds, the exact same variant the exiles used.

Ceres ordered the surrounding Overseers to focus more on the transport. Immediately the vehicle became much clearer to where he can make out the specific details of the transport.

Unlike the used and rusted vehicles the exiles used and stole, this transport was clean, looking almost brand new with little to no wear or scratches on the armored hull. Ceres could not see any obvious insignias or signs indicating the truck's origins but he already expects where this truck came from.

Ceres then ordered the Overseers to heighten their senses to see into the vehicle itself. Soon enough Ceres could see the very interior of the transport and its occupants, all highlighted in different colours.

The single transport is currently carrying eight occupants, all of which are Aura users if the eight different colours Ceres is seeing are of any indication. He can see five males and three females, all of which looked distinctly human with no obvious animal features. However, Ceres can also see that each of these humans is heavily armed, some holding obvious ballistic based weaponry while the rest are wielding some form of unique weapon hybrids that Huntsmen are known to yield.

It is clear to Ceres that all eight intruders are not more exiles. These were Huntsmen, or more specifically Specialists from the Atlas Military if the Atlesian Knight driving the vehicle is of any indication to the group's origins. Their destination is clear to Ceres, they are headed straight towards his mine.

But why are they here? Is Atlas aware of his presence? No, this group is too small to be a search and destroy party, Atlas mission contingencies require at least three teams of Specialists as scouts and soldiers as back up in the case of rooting out and eliminating specific targets. Plus Ceres made sure his own patrols were small and hidden enough not to be detected even by the Protoss, Atlas is most likely still unaware of his presence if they sent only two specialist teams.

The only other reason Ceres could come up with is that these Specialists are after the exiles or the mine's resources. However, the exiles option seemed implausible once again due to the number of Specialists. Too small for such a mission with no military reinforcements in the vicinity when Atlas contingency requires more Specialists and soldiers. Ceres must assume that these Specialists may not be after the exiles much less aware of their demise so that only left the resources as the prime reason.

Dust is an essential resource for the kingdoms, especially Atlas. The low number of these Specialist can attribute to a scouting mission, scouting the mines to confirm for resources and return to Atlas to gather a larger force to claim the mine. It is no surprise to Ceres that Atlas knew about these mines, after all, it was their kingdom and corporation that established the very mine.

It is the most plausible reason, but regardless, Ceres is now faced with two full teams of Atlas's most elite soldiers who are just now entering through the narrow mountain pass. The chances of discovery are all in a matter of time. Unlike the exiles, if Ceres kills these Specialists their disappearance will only make Atlas and it's military more dangerously aware of Ceres's presence.

Yet Ceres cannot afford to let these Specialists return to Atlas even by the slight chance they do not discover his Zerg. If they are truly after the mines resources then they will simply return to Atlas, gather an even larger force, and return to claim the mine.

There is only one plausible course of action. Capture the Specialists alive, wipe their memories, and implant false memories to deter Atlas from returning to the mines in the near future. Ideally Ceres wants to keep at least one of these Specialists to extract updated information about Atlas and it's military, but he cannot afford to do so unless he finds an alternative way.

But for this plan to work Ceres must know their true purpose coming all this way to his mine, not speculations and theories. He also has to make sure these Specialists are in suitable conditions to return to Atlas, a difficult task concerning these Specialists if Gunnar Gratt and his exiles is of any reference to their skill.

From there the most difficult part is to create a believable reason to implant into these Specialist's as false memories, something that will not only explain as to why both teams of Elite Specialists needed to retreat from the mines but also prevent future incursions as well as eliminate all suspicions and interests of Ceres's mine for a time.

There is not a lot to work with and Ceres has everything to lose if he were to fail. These mines are filled with natural resources that is both valuable and essential to Atlas. The kingdom's interests in his mine will never be truly gone as long as they still rely on Dust as their main energy resource. Ceres's plan will have to not only incapacitate the Specialists but also return them to their kingdom's government and military to dissuade any more future incursions to claim the mine.

Taking in all the risks and factors involved, a plan started forming in Ceres's head as he watched as the transport of Specialists exited the mountain pass and are already halfway to the mining compound.

Ceres's sight never left the Specialists. He already recalled all the Drones from the mines and sent his Zerg to strategic points in main the tunnels. His best chance is to ambush the specialists within the tunnels, their maneuverability, as well as paths of retreat, will be cut short while the tunnels are still large enough for his Zerg to overwhelm these Specialists on every possible angle.

Ceres returned his vision back to his own eyes. The first part of his plan to capture these Specialists was already underway, however, there is still the issue of the false memories he needs to instill for his entire plan to work. The Specialists cannot simply return to Atlas or to their superiors without a good enough reason to retreat from the mines and a reason why they couldn't contact Atlas during such time. Ceres will be using the Overseers as psionic conduits to cut their radio communications to prevent any communication from returning to their kingdom. He has never done so before as there was no point in doing so back at the Koprulu Sector, Terran communications were sophisticated and had numerous backups and Protoss communications is near impossible to halt or listen into.

However, now he has no choice in the matter, and it is possible, but if communications is cut for too long then Atlas or whoever sent these Specialists will become suspicious. He can simply destroy their personal communication devices and instill false memories as to their destruction for them to explain to their superiors. But that still left the issue of creating an acceptable reason for retreating from the mines.

Sustained injuries is a believable enough of a reason up to a certain point, however, these Specialists must sustain enough injuries to make the false memories creditable but healthy enough to make it back to their superiors through the arctic tundra alive. If they are not injured enough then their retreat will be seen as suspicious, but if they are too injured then they will simply fall to their wounds before returning to Atlas to deliver the false story.

Ceres cannot risk planting healing pathogens and hormones into these Specialists. Zerg biology does not mix well with human essence. Erratic mutations can occur, irreversibly changing these Specialists into infested lifeforms. Only Abathur has the skills necessary to mix both Zerg and Human essence without one overriding the other.

Ceres cannot afford to infest these humans or any humans on this world for that matter. There is absolutely no point for him to do so, especially without the aid of Abathur.

In short, these Specialists must have their Auras still intact if they are to survive the return trip to Atlas or at the very least to one of its military outposts. However, inflicting that negligible amount of damage will be a near impossibility if he is to incapacitate them, and certainly not enough to warrant a full retreat. After all, these Specialists are supposedly the best Atlas has trained, not only that but there are two full teams.

Something else must be added on top of sustained injuries, something credible enough to the Specialist's superiors that retreating was a better option rather than continuing with whatever their mission was.

But what exactly can Ceres add that can convince both a government and their military? What is something both sides of the Kingdom can unanimously agree on?

As Ceres pondered on his options, a Drone entered the egg chamber carrying a body of an exile, not one of the exiles Ceres used but one who recently died while in confinement.

The Specialists are like these exiles, despite having Aura are still fragile beings. Do not feed them and they will starve. An untreated wound will eventually kill them. And in the case of this exile, a simple disease can debilitate and eventually kill them if left alone.

Ceres must be careful when incapacitating these Specialists as much as he cares for the captured exiles. The number of resources to care for these exiles alone, though minimal, simply reminded Ceres as to why humans, in general, are such poorly evolved species despite their intelligence. Normally such menial tasks of feeding and caring is seen mostly with the Terrans whenever their armies provide care and relief for their citizens and refu-

Suddenly it clicked. The missing piece to his plan already forming up in Ceres's mind as he watched the body of the deceased exile dissolve in the digestion pool. If Atlas, a human civilization, is anything like the Terrans in terms of social norms and mortality, then Ceres has come up with the perfect reason for the Specialists to retreat from the mine.

Ceres then reviewed the entire plan, laying out each part, seeing the consequences as well as the successes, identifying weaknesses and strengths, and finally changing parts to best yield the most success.

This was all done in seconds before returning his sight back to the Overseer. Already Ceres could see the Specialists filing out from their transport and splitting into their two teams in an orderly manner. Ceres then reviewed the final plan, satisfied that it will work, before taking direct command of his Zerg.

Now all he needs to do is wait for the pieces to fall into place.

* * *

"Jack! Did your squadmate find anything?"

Jack lowered his binoculars, taking his eyes away from the abandoned compound below to look at his fellow squad leader. "Still looking around the compound but Kendra couldn't find anything."

"Grimm?"

"No Grimm for the past week according to her semblance." Jack explained earning him a concerned hum from the other squad leader. Kendra's semblance can pick up any living thing with a heartbeat or soulless Grimm if it's within a week's time. However, his partner could not find anything around this mine, not their target, not the bandits they believed was heading this way a week ago, and most concerning no Grimm in the past week.

This area is designated as Grimm territory. No Grimm around this area for an entire week is more than concerning then seeing an entire horde.

Jack handed over his binoculars to the other squad leader. The feeling in his gut is telling him that something more is going on. "Did your squad find anything Sara?"

The brunette shook her head. "Negative. None of my boys could find any leads." She raised the binoculars to her eyes, looking down at the same frozen, run-down mining compound he was. "Our best chance is to search through the compound below for your 'friend'. If we still can't find any leads-"

"Then we have to go into the mines." Jack let out a sigh. "Just as General Ironwood ordered us to."

Eight days ago Jack as well as the rest of his squad returned to the outpost to report their findings to Commander Frost, who in turn forwarded their report directly to General Ironwood himself.

That same night Jack and the rest of NIKL Squad were called into Frost's office to speak to the General on a private channel. Once Jack, with the help of Kendra and Luc, retold what they saw earlier that day, the General gave NIKL Squad an off the book's mission to head to the abandoned SDC Mine, find and apprehend the unknown target, and confirm the Dust within the mine is not compromised by the bandits.

Now normally Jack would have treated this as any other mission, but when General Ironwood himself went out of his way to contact his squad to take an off the book's mission, you can bet his Lien that he had some questions to ask.

Fortunately, the General was open to questions. Unfortunately, the best answer Jack or any of his squadmates received from the General is that the abandoned mine is of key Atlas Military interest and to divulge any more information is classified to all but the General and his closest associates. Also, he made it clear that they cannot let the bandits have the mine, so that's also another reason.

So after the briefing, the General told them to prepare to head out immediately. Unfortunately, mother nature decided to throw an _eight-day_ long snowstorm starting that very night. NIKL Squad was forced to wait out the storm as long-range communications were impossible even with the best communications device they had on hand and any transport would be bogged down by the sheer downpour of snow.

Once the storm was over eight days had passed, making it even harder to track down the unknown target for Kendra. NIKL Squad left at dawn, fortunately, the Commander commissioned another Specialist Squad to provide as back up.

The squad reinforcing Jack's is none other then SABR Squad, led by none other than Sara Flower herself.

Jack knew Sara and by extension her squad; they were a common sight around the Outpost when they weren't escorting supplies to and from Atlas. Jack would spend his off time talking with Sara, asking for the latest news and whatnot.

Now they are here watching their backs in an _'off the books'_ mission to find a mysterious man in a decrepit mine from the head honcho of the entire Atlas Military himself. Lucky them.

Jack was abruptly interrupted from his thoughts by the binoculars slapped onto his chest. "Well what are we waiting for. We have a mine to search." Sara said as she walked back to the transport.

Jack let out another tired sigh. Taking a moment to re-evaluate his decisions up to this point of his life before following after his fellow squad leader.

By the time he arrived, Sara's squad, as well as his, were already formed up and ready to go.

Well, Sara's squad is. Ivory is drawing pictures in the snow while Luc and Kendra stood with discipline seriousness trained onto their faces. Well… Kendra is, you can't really tell with Luc with that intimidating gas mask of his.

"Alright! Listen up! All of you!" Sara commanded, immediately the three men making up the rest of SABR Squad stood at attention and ready for what their leader has to say.

Jack's squad on the other hand was two-quarters ready. One quarter scrambled to finish up her less than artistic work in the snow before jumping to her feet. The second quarter reached into his pocket for his lighter, until he realized he had no cigarettes in the other pocket because he forgot them during the morning rush to the truck.

So instead Jack pocketed his lighter and let Sara do the talking. She's better at it than him. "Our best chance of completing this mission and finding our target is to head into the compound itself. From there we will move into the mine with NIKL Squad leading the way. Aston, Brandon. I want you to watch our flanks." A skinny man with a black cap and uniform wielding a rifle/sword hybrid and a taller man with blonde hair and specialized combat uniform wielding a one-shot grenade launcher both gave a curt nod. "Ricardo you're taking up the rear with me." The last man, a beefy bearded guy with wearing white armored plates lugging a large cannon/battleaxe hybrid gave his own nod.

Sara gave a curt nod. "Good. Jack! You're up!"

Jack just now realized what Sara just said. Blame waking up before the crack of dawn for his lack of awareness. Also not having anything to feed his nicotine addiction for the whole day is not helping as well.

Shaking off the bleariness, Jack looked to his own squad, already seeing the same look on Kendra's face whenever Jack has done something she didn't approve of. Which is all the time. "Alright, you heard Sara. We're up front so I want Kendra with me leading and Luc and Ivory covering our flank with the rest of SABR Squad. Any questions?"

Only Ivory raised her hand.

"No questions? Good. Let's move out!" Jack turned with his weapon in hand, ignoring the crying complaints from Ivory.

The entire group quickly and steadily made their way into the compound. Jack was scanning the entire area with his trusty weapon of choice, _Buckshot. _A simple shotgun for a simple man like himself, nothing too complicated like those weapons he sees younger huntsmen toting around.

Speaking of complicated weapons, on his left is Kendra. She is wielding her own weapon, _Static Ivory, _a high voltage chain sword with enough shock power to stop a Grimm's beating heart. That is if they have hearts. Jack believes they do.

They soon reached the very center of the compound. A rusty railway track and a tipped over mine cart half-buried in snow met the group.

Kendra immediately knelt down and activated her semblance, a large yellow field expanded out encompassing nearly the entire group and nearly to the very buildings surrounding them. Nothing happened within the field. No constructs of their target. No Grimm figures running around. Nothing.

After a few minutes, Kendra dispersed the field. "Nothing. Not a single thing came by here for the past week." Kendra said with clear frustration in her tone.

"**Then we should sweep the entire compound. There could still be leads."** Luc suggested.

Jack shook his head. "No point. If our friend is here, then he would've past through here at some point the past week. That means he either didn't come here initially or…" Jack then looked to the cavernous entrance of the mine. "Our friend went into the mines and never came out since."

Silence descended on the group as the soft cold winds blew through the compound. "Jack you know we have to go in there." Sara broke the silence.

Jack sighed. "Yeah… just hate cramped spaces."

Sara snorted. "Well lead the way. We still have a mission to check that mine whether you like it or not." The woman bluntly said.

Jack frowned before pumping a shell into Buckshot. "Alright! Let's get this over with."

Jack took point with Kendra just behind him as they lead the group through the mine's entrance. Once they entered, the darkness of the cave soon engulfed the group. Only the daylight at the entrance illuminated the mine, just enough for Jack to see where he was going.

As expected, all Jack could see was rubble and whatever was left of the mining equipment the SDC abandoned all those years ago. Half buried crates and Dust cargo, demolished mine carts, and large piles of rubble and rocks.

Suddenly a yellow light illuminated the mine as a field of yellow expanded, an obvious sign that Kendra is using her semblance. For a few minutes nothing happened, soon Jack heard another frustrated sigh before the field disappeared.

"No luck here either. We have to go deeper into the mine." Kendra announced to the rest of the group.

"That's going to be a problem." Jack said as he switched on his tac-light attached to his gun's under-barrel and pointed it directly in front of the group. His light showed a virtual wall of rocks and debris blocking their path.

"A cave-in. Was this in the briefing?" Ivory asked.

"**Yes, it was. This was the reason why the SDC abandoned this mine. A Dust explosion from what the information said." **Luc answered.

"Alright but now what do we do? Find an opening?"

"Good idea Specialist. Everyone! Let's find that opening." Sara ordered as her squad moved past Jack. He simply shared a look with his squad before making his way over to the cave-in, light joining with the others to scan the entirety of the wall of rock and stone for an opening.

"Found one!" Jack looked over to see the large man, Ricardo, shining his light at a sizable crevice.

"Good work Ricardo. Can you see the other side?" Sara asked as she and the rest of the group made their way to the large man. "Yes but this crevice is small. No way I'm fitting through that." The man pointed out. Jack could see exactly why, the crevice is large enough to squeeze someone through but too narrow for large people like Ricardo or Luc to fit through.

"Can we risk clearing away this cave-in? By the length of this crevice, I say the cave-in is thin enough for Ricardo to clear the way." Aston asked. True to his word it does not seem to be far to the other side, the cave-in is surprisingly small considering the cause it in the first place.

However, there still lies the danger of Dust. "We can… but remember people, this is a Dust mine. If we clear this out then we risk setting off any Dust on the other side." Sara explained. She then moves towards the crevice. "I will go through and scout out the other end. I'll contact you all once I confirmed it's safe." Sara then shuffled sideways into the crevice, soon disappearing out of sight.

Jack pressed the comm bead in his left ear. "Sara are you there? Do you see anything?"

***Krrt!* "I hear you Jack. Just exiting on the other side. I see no Dust in the immediate vicinity. You're clear to bust through." **

"Copy that. Ricardo! You're clear to go! Everyone else back away from the cave-in!"

A large, excited smile spread across the man's bearded face as he moved to face the very center of the cave-in. Jack as well as everyone else quickly rushed to get behind the man with the large cannon for a weapon. As soon as Kendra cleared behind the man, Ricardo aimed his axe cannon at the wall of rock and pulled the trigger.

***BTOOOM!***

Jack coughed and hacked as dust and dirt exploded through the mine. Temporarily blinded, Jack rubbed the dirt that got into his eyes before opening them, seeing only a thick cloud of dust and hazy beams of flashlights from the others.

"**Is everyone alright?" **The voice of Luc was heard over all the coughing. Of course, the largest man in their group is unaffected by all this dust. He's the only one with a filtered gas mask.

"*Cough!* *Cough!* I'm ok! *Cough!*"

"Aw god! I can't see!"

"Dammit Ric! Couldn't you have just smashed it instead of blowing it up!?"

Through all the complaining, Jack brought up Buckshot to shine its light through the cloud of dust. "SARA! You there!"

"I'm here! *Cough!* The cave-in is cleared! Let's group up and get out of all this dust!"

Jack didn't need to be told twice. He and those around him quickly moved towards Sara, the thick cloud of dust slowly settling by the time they exited the cloud. "Roll call! SABR Squad!"

"Aston!"

"Brandon!"

"Ricardo!"

Jack then turned to the group behind him, now all covered in dirt and dust. "NIKL Squad! You still here?"

"We'r- *Cough!* still kicking!" Ivory spoke up, still dusting off the dirt on her coat and hair. **"I'm fine Jack." **The unmistakable giant of a man said, now grayed out by all the dirt on his black coat. "I'm here." Kendra said curtly, wiping off the last of the dirt from her face.

Jack nodded before turning back to look down the narrowing tunnel. "Good everyone is here and accounted for. Let's reform and move into the tunnel and-"

*Boom!* *Boom!* ***CRACK!* *****Hisssssssss..***

Jack's eyes shot upwards and widened as he saw fissure and cracks growing on the ceiling with what seems like something melting through. "EVERYONE! SCATTER!"

The entire group rushed from beneath the fissures, just as the entire ceiling above them came crashing down in a shower of dirt and rocks. Jack ran deeper into the tunnel as rocks kept falling behind him. With one last leap, he jumped just as a particularly large boulder smashed on the very spot he was on just seconds ago.

Jack laid there as another plume of dust and dirt rushed over his prone form. Covering him in another layer of dirt.

As the rumbling stopped, Jack dared to look up, seeing nothing but dust, dirt, and darkness. Feeling no notable injuries, Jack coughed out the dirt in his lungs and steadily stood up. He then saw his weapon on the ground, it's light still on as he bent down and picked it up.

"*Cough!* *Cough!* Is anyone there!" Ivory's voice shouted out from beside Jack.

Jack hacked out another cough. "Ivory! I'm here!"

"Jack! *Cough!* *Cough!* you're ok!" The dusty form of Ivory stood up to meet him.

"I'm fine. Are you all alright!? Where are the others!? Did they make it!?" Jack hastily asked, rubbing the dirt off his face.

Ivory shook her head. "Kendra and Luc were right beside me. But when the last of the rocks fell…"

Before Jack could speak, the pile of rocks and rubble beside them exploded, showering them in pebbles and even more dirt. From the rubble, a large form pulls itself out and slowly made its way towards them both.

Jack quickly directed his light and was met with a familiar gas mask staring him down. "LUC! KENDRA!" Ivory sprang forward and helped Luc place the unconscious form of Kendra onto the ground. Jack ran forward and immediately knelt to check his partner before pulling out his scroll. "She's fine. Her aura took a hit but is still active. Luc you're in the red so I want you to watch yourself understood?"

Luc replied with a curt nod. **"Yes sir. I'll keep an eye on Kendra." ** Jack returned the nod before pressing his comm bead. "Sara. Are you and your squad alright?"

All he could hear in reply was static. "Dammit! Sara are you there!?" Still nothing.

Jack swore and ripped off the comm bead, he would've sworn some more if not for Kendra's moaning.

"*Cough!* *Cough!* What happened… Ivory… Luc… Jack…" Kendra stirred from unconsciousness. "We got you, Kendra. You can thank a cave-in for what happened. It nearly buried Luc and you, but the big man managed to get you out." Ivory summarized with a relieved smile.

Kendra hacked out another cough before frowning at Ivory. "Ivory… with all due respect that was no ordinary cave-in. Something caused the cave to collapse on us. Hell, we all heard the explosions."

Jack could not help but agree. He heard the muffled explosions that collapsed the tunnel on top of them, but the question is who or what set them off?

Jack's gut feeling is telling him that their mutual friend they are looking for may be responsible. His gut has saved him more times then he could count, but at the same time it also meant that something far worse is usually on the way.

They have to keep moving. "Kendra. Can you walk?" Jack asked, receiving a nod from his partner. "Good. Unfortunately, the fate of SABR Squad is still unknown. For now, we have to assume they are MIA until proven otherwise. Normally I would order a retreat, but our path back outside is now cut-off." Jack shined his light on the new pile of rocks and rubble, far more then what was initially cleared out by SABR Squad's member. "Our only chance now is to continue into the mine and find another way out." Jack explained.

"What about the mission?" Kendra questioned, now standing thanks to the help of Luc and Ivory. "We will still continue the mission but returning to the surface is our first priority. If we can return to the truck then we can use the radio to contact the outpost. Now, is everyone ready to move out?" Jack received nods from everyone. "Good. I'll take point. Kendra and Ivory watch our flanks and Luc take up the rear. Just because we're in a tunnel doesn't mean there aren't any Grimm within these walls." Jack warned. There's a reason why he hated going through cavernous caves and tight tunnels.

Soon after checking their gear and weapons were still functioning, NIKL Squad moved steadily through the narrowing tunnel. Jack kept his eyes out, illuminating the dark tunnel in front of him with Buckshot at the ready and looking for any more cracks or fissures in the ceiling. Eventually, Jack could see a light coming up from the tunnel ahead. Soon enough Jack and the rest of his squad entered the part of the mining tunnel with glowing Dust veins illuminating the entirety of the tunnel.

Jack switched off his tac-light but still held his shotgun at the ready. "Alright, everyone. From here on out check your fire. There's raw Dust within these walls and I don't want us to start another cave-in." Jack ordered as he and his squad moved steadily through the Dust tunnel.

"Wait. I need to check something. This is the only tunnel from the main entrance. Our target must have gone through here at least once." Kendra said as she kneeled and placed her hand on the ground.

Soon the telltale glow of her semblance washed over the tunnel ground, walls, and even the ceiling. Jack lowered his gun but still kept a lookout while Luc and Ivory covered for Kendra. What felt like a minute have passed for Jack, but Kendra has yet to deactivate her semblance.

That only meant one thing. "Kendra what did you find?"

"I think you should see for yourself…"

Suddenly several aura constructs slowly materialized within Kendra's field. When they finally formed Jack only had one thing to say.

"What the hell am I looking at?"

"Your guess is as good as mine Jack… Your guess is as good as mine…"

This… Thing the construct is depicting is nothing like any animal or Grimm Jack has ever seen. It was on all fours and it is the size of an exceptionally large dog. It's two front limbs end in dagger-like scythes, large back legs with a pair of bug wings sticking out, and an extra pair of long limbs ending in even more sharp claws dangling above it. It's face was not a pretty sight either, large pincer-like mandibles and a mouth filled with sharp flesh-tearing teeth, too many for Jack's liking.

And there are dozens of these things frozen within Kendra's field. All of them looking like the exact carbon copy as the next.

"What in the world are these things?" Ivory repeating the same question Jack said. **"These things are not in Atlas's databases of known Grimm species. Perhaps a new species?" **Luc suggested, throwing the possibility out there.

Jack nodded in agreement. "Might be. But I don't want to stick around to find out. Kendra! Anything on our friend?"

His partner shook her head. "Negative. Just more of these things. The ones you are seeing right now was very recent." This caused Jack's gut to wrench a new one. "How recent?" He quickly asked.

"Nearly an hour ago recent. Before we even arrived." Kendra explained, she then 'played' out what these creatures were doing.

The surrounding constructs suddenly came to life as they silently replayed what had occurred just an hour ago. Dozens upon dozens entered the field and suddenly digging and morphing into the ground and tunnel walls. The speed of which surprised Jack by just how alarmingly fast it was.

Soon all the creatures disappeared into the tunnel walls and ground, that was when Kendra dispersed her semblance.

Jack had a _really_ bad feeling now. They have to move. NOW.

"NIKL Squad! We have to-"

*BOOF!* "SSKKREEEEEEIIIII!"

Jack only had enough time to turn and raise Buckshot to block a fanged maw from eating his face. However, the sudden weight knocked him clean onto his back as Jack struggled against the Thing on top of him chewing on his gun and pounding away at his aura.

Suddenly the creature on top of him was knocked off with a shrill cry as Luc reached down and hefted Jack up onto his feet. Jack then spun to where the creature was, a shrill cry warned him the Thing was already charging as Jack quickly raised Buckshot and blindly fired at the creature as he spun. A shrill cry pierced the air as the Thing crashed past Jack and Luc. The creature flailed around in the throes of pain and blood before Jack pumped another round and fired round after round into the creature's side until it finally stopped moving after the fifth shot.

Suddenly another creature came exploding out from the wall directly behind Luc. The creature crashed into the big man's back, nearly toppling Luc over before he shot out a foot to secure himself against the Thing clawing and stabbing at his back.

With a powerful grunt, Luc reached back, seizing one of the creature's overarching limbs with both hands, and tore the Thing off his back and slammed it onto the ground in front of him. As the creature flailed and shrieked, Luc popped both of his wrists out, revealing small nozzles, before unleashing a torrent of fire onto the creature.

Fire did the trick as the Thing gave out a last ear-piercing cry before the flames cooked it alive. Smoke and the smell of burnt flesh quickly filled Jack's lungs and nostrils, but before it became too unbearable Luc cut off his flames and kicked the still burning corpse away from the squad.

That was Luc's weapon. Ironic concerning what caused his severely damaged lungs and scarred body in the first place. _Crimson Heat _his weapons are named. A pair of wrist-mounted flamethrowers that run on pure fire Dust. When asked how Luc intends to fight in melee with only flamethrowers, well those same people either A: never tried to fight against a flamethrower in close combat before. Or B: never seen how much Luc can bench press with one arm.

Just then two creatures popped out from the ground and went for Luc. However, Luc simply caught the first creature by the throat and smashed the second away with a backhanded swing. Kendra quickly sprung forward and stabbed the second creature through the head with Black Ivory, and for good measure sent thousands of volts into the Thing's head, frying it instantly.

The one Luc caught flailed and tried to stab at the large man in his grip before Luc smashed the creature against the tunnel wall, earning him a pained cry. Luc then proceeded to pummel the creature's face, each cracking and cratering the tunnel wall behind the creature's now bloody head. Once the creature stopped flailing, Luc threw the corpse away and torched it for good measure.

The bodies of the now-dead creatures were now clear to see by everyone. Through all the bleeding and charred mess, these creatures were the exact same freakish things Jack just saw through Kendra's semblance.

But what made Jack's heart rate beat faster than ever before was the fact that these Things were no Grimm. Grimm are black with white bone armor decorated with weird red markings and evaporated upon death, they didn't even bleed. These creatures on the other hand are entirely different. He can still smell the blood and the acrid smell of burnt flesh.

"These aren't Grimm." Ivory stated, her voice betraying her shock. "What in the world are these things?"

Jack shook his head. "I don't know but I do know that there are more of these things, possibly moving within these very walls as we speak." Jack raised Buckshot at the surrounding walls. Normally anyone that points their gun at walls will be seen as crazy, but not in this situation where literal monsters can pop out from anywhere. "We need to move. NOW!"

With that order Jack took point and started sprinting through the tunnel ahead, hearing the rapid footsteps of his squad right behind him.

They barely made a few steps before the entire tunnel ahead of him suddenly burst with activity.

Jack immediately halted in his tracks as did his squad as dozens of creatures, far too many to count, came crawling out from every possible surface all around the tunnel in front of them. Above, below, left, right, the entire tunnel ahead of NIKL Squad was filled with these things as a virtual horde now stands before them.

"**SSKKKKKKREEEEEEEEIIIIII!" **The combined cries of the creatures nearly deafened Jack but he dared not cover his ears lest he drops his only means of defending himself against this horde of freaks.

"BEHIND US!" Kendra shouted. Jack dared not look back lest he takes his eyes away from the things in front of him. He didn't need to see to know that there are more creatures popping from the walls, ground and ceiling behind where they just came from. He could hear them scrambling out of the tunnel walls, adding more stress to their already crappy day.

"We're surrounded!"

"Why aren't they attacking us?" True to Ivory's words the horde in front of him stayed their ground. They didn't charge like reckless animals nor did they retreat back. In fact, they aren't behaving like animals or the Grimm, it's like they are waiting for-

Jack's eyes widened. "SCATT-"

***BOOF!* "SKKRREEIIIII!"**

From above, more creatures fell upon the squad. Jack immediately dove forward as a creature landed on the very spot he was just seconds ago. Jack fired off a quick shot into the face of the Thing, blasting it back. He took a quick look to see how the others were doing. Luc pulled off and stomped on the creature that landed on him. Kendra dispatched hers with a quick swipe of her sword. Ivory on the other hand was struggling underneath two creatures trying to kill her.

Jack quickly pumped his gun and quickly fired off a shot at one of the creatures on Ivory. One creature shrieked in pain as a full shot from Buckshot slammed into its side. It didn't kill the creature outright but it gave Ivory enough room to free her arm and place her pistol, _Shooty, _right up to the creature's temple.

*BANG!* "SKKREE-" *BANG!* *BANG!* *BANG!* *BANG!* *BANG!*

The first creature dealt with, however, the second suddenly went for the gun in Ivory's left hand.

Jack could imagine the smile on Ivory's face when she activated her semblance. In a flash of white light, Ivory disappeared with the creature before reappearing a few feet away throwing the creature onto the ground. With a flourish, Ivory brought out her second weapon, _Stabby, _a ballistic knife and stabbed it straight into the creature's belly before releasing the blade from the handle. She then teleported away before the blade exploded, turning the creature's belly into a gory mess of blood and guts.

That's Ivory. With a short-range teleportation semblance and an exploding ballistic Dust knife, she can wreak havoc amongst both Grimm and bandits alike. That mixed with her 'bright' personality makes for an incredibly hard to pin down opponent.

"**SKKKREEEEEEEIII!" **Jack turned but quickly backpedaled as the horde in front of him charged towards them, and by the sound sounds of it the same could be said for the horde behind them as well. "LUC! SCORCHED EARTH!"

Everyone heard the order, especially Luc as Jack, Kendra, and Ivory retreated to Luc. The big man raised his left hand at one horde and the right hand at the other before letting loose a torrent of fire. Luc's fire doused the first few creatures ablaze before sweeping the ground before the charging hordes, creating a thick wall of pure fire.

However, that did little to stop the hordes on either side. The creatures, to Jack's growing horror, threw themselves into the literal fire without an ounce of hesitation or self-preservation. Creatures by the dozens ran through the wall of fire, some succumbing to the flames while others managed to pass through still blazing. Others ran along the walls and around the fire before charging straight at NIKL Squad.

Jack quickly shook himself out of his shock before gunning down the flaming creatures while Kendra's sword extended into a long-bladed whip before lashing out at any creature that got through the fire. Ivory 'blinked' from one creature to the next in front of Jack, pouring bullets in some while leaving behind an exploding knife in others. Luc, on the other hand, was at the most disadvantageous, he knows that he can't risk setting the walls aflame as well, too much raw Dust within the walls to do so and could set off another cave-

Jack suddenly has an idea. A very stupid but can possibly get his whole squad out of the literal fire.

After blasting back another fiery creature, Jack quickly loaded two shells into Buckshot and one directly into the chamber before blasting a creature out of the air. Damn those wings aren't for show!

"LUC! FIRE AT THE TUNNEL WALLS BEHIND US ON MY MARK!" Jack shouted, pumping a full round into the face of another creature.

"WHAT! ARE YOU CRAZY!" Kendra screamed above all the inhuman cries and shrieks.

"WE HAVE NO CHOICE! GET READY!" Jack pumped his gun and fired it off into the side of another creature. Before he could reload, a creature was already upon him. With no other choice, Jack pressed a side button near the trigger, spun Buckshot in his hands as a large blade popped out from below Buckshot's stock, and slammed the blade across the creature's head. The creature let out a pained cry before Jack quickly chambered a shell and shot point-blank into the creature's bloody head.

By this point, the wall of fire started to die down quickly due to being smothered by all the bodies of the creatures trying to go through. Soon the last of the fires died down and the hordes on both ends all but charged over the charred bodies of their kin towards the squad.

"NOW!" Jack shouted as he began gunning down and keeping the incoming horde at bay for as long as he could.

Luc raised both hands towards the ceiling but suddenly four creatures burst from the ground around him, two attacked Luc from the back and front while the other two seized his arms in their sharp maw.

Jack eyes widened as Luc's already low aura flared and disappeared. He was now shouting out in pain as the creatures started to stab into his auraless body. One of the creatures seizing his left arm tore something off, luckily it was not Luc's hand but his wrist mount flamethrower. The creature then tore the weapons to shreds, even going to far as to bite off the Dust fuel.

These creatures knew. They knew Luc's fire is dangerous, but they didn't fear what the fire could do to them, that much is certain. Then what? Was it because of the Dust?

Jack shook the thoughts out of his head before charging forth and blasting off the creature seizing Luc's remaining hand and, with careful accuracy, shot the one on Luc's back off. Luc finally threw the one on his front onto the ground and stomped on its head.

Without another word Luc raised his remaining flamethrower and started dousing the ceiling and walls behind them, creating a literal ring of fire just in time to keep the horde behind them at bay.

However, as Kendra and Ivory focused on the horde of creatures in front of them, Jack noticed a distinct lack of explosions and falling rocks. He quickly looked around and saw all the fire, but none of the Dust was being set off.

"**I'm out!" **Luc shouted out with a pained grunt, dropping Jack's heart straight into his stomach. Before, he could think, a flash of white and he saw Ivory blinking past them and soon past the ring of fire before teleporting straight up towards the ceiling.

Ivory then stabbed her knife into a particularly large Dust vein before teleporting back to Jack and Luc. "RUN!" The woman screamed just as her knife went off.

That did the trick as explosions of lighting and fire blossomed all over the tunnel behind them in a chain reaction, obliterating the creatures as the entire ceiling started to collapse on the horde behind them. Jack did not intend to stick around to watch as he and the rest of NIKL Squad bolted the other way. The explosions were quickly traveling down the entire tunnel as the tunnel ahead started exploding, thankfully amongst the horde in front of them and clearing a way forward.

Jack can hear the creatures screaming and crying out only to be cut off suddenly by the falling rocks and debris behind them. Jack ran, his life literally depended on it, as he could see Kendra to his left and the ragged breathing of Luc to his right.

Suddenly up ahead they could see a light. An exit! However, the exit was crumbling away, as rocks and debris slowly blocked their way. A large rock smashed onto Jack's head, disorientating him for all of three seconds before he shook off the concussion. He could feel the dirt and rocks pelting his back and the exit still so far away. They were not going to make it.

Suddenly Jack felt someone grab him by the hem of his coat, crushing him between Kendra and Luc before his world suddenly turned white.

When he blinked the world returned, he suddenly felt weightless for a few terrifying seconds before seeing the hard rock floor rapidly approaching from below.

With a resounding crash, Jack, with all the grace of a paralyzed rock, tumbled and skidded across the ground before he crashed and flopped against something hard. For a few hard seconds, Jack just laid there, content to just sleep it off before thinking better and going through the painful process of standing back up.

Jack groaned as he slowly picked himself back up, using the minecart that softened his fall as a crutch. It felt like the time he had to carry Luc back to base when that Manticore cooked him alive. He felt bruised all over and his aura is probably down the crapper. But a quick look over showed him no obvious injuries, his legs still bending the right way, and his arms are still working.

His hearing was also in check as he heard other audible moans and groans. He turned, hearing a concerning crack from his back but deigned to ignore it, seeing his squadmates picking themselves from the ground.

"Is everyone alright?" Jack knew none of them are fine. But he still wants to know if they can continue forward.

"I'm fine. Your all welcome by the way! No need to thank me!" Ivory exclaimed, the most energetic member of their squad looked haggard but is not the worst off compared to the others.

"Where are we? Are those things gone?" Kendra questioned holding her left arm, no doubt injured during the fall. Now that she mentioned it, Jack realized they were in some sort of main chamber of sorts. Railways and walkways spiraling upwards and Dust in all shapes and colours everywhere he looked.

"**We're in the main mining chamber… this is our destination." **Luc answered, his tone sounding just as pained as his current state. Luc's left sleeve was torn off along with his weapon previously, his bare arm was bleeding, his coat is holding by a thread, and his goggles were gone.

All in all, NIKL Squad wasn't doing so well, and with SABR Squad MIA they are all just out of luck.

Fortunately for them Jack could see a few other tunnels. The one they used had completely collapsed.

"Well were here. Kendra do you think you have some juice left to check this place?" Jack asked, hoped more like.

Kendra gave a tired sigh but nodded otherwise. "I'll see what I can find." She then, with a grunt of pain, knelt down and placed her hand onto the ground.

A field of yellow sprung out, but it was noticeably smaller than usual.

But it was enough. Aura constructs formed into more creatures that Jack at this point expected from this place.

These creatures are even larger than the dog-sized things they fought before. They looked like floating crabs, huge pincers for arms, and webbed spider legs. There were dozens of these things passing through and out the field when Jack's eyes followed one of these crabs he saw a specific pattern in their movements.

"They seem to be doing something. But what exactly?" Ivory asked, watching the same crabs as Jack.

Jack saw one crab float over to a nearby wall at the very edge of the field. It looked like it was clawing at something before placing an unseen item on it's back before making its way out of the field.

Jack then looked at the same wall the crab was at, and noticed it was dug out, a few scraps of Dust was all that's left.

Then it hit him. "These things are collecting Dust." Jack said to the rest of the group. He saw the worried looks on all his squadmates. "Why are they collecting Dust? Why do these things need Dust for!?" Ivory exclaimed. Confusion and worry were evident in her tone.

"**It is concerning. But the matter of the fact is all of these things are coming from one tunnel." **Luc then pointed towards another tunnel, one that Jack hadn't noticed until now.

Now that he sees it, all the crabs are heading towards that same tunnel. Is that where these creatures came from?

But that begs the questions. Where are these things now?

"Kendra how recent is this?" Jack asked. "An hour ago. Around the same time before those other creatures." Kendra replied as she dispersed her semblance.

Jack nodded, seeing Buckshot some feet away, he went over and retrieved his trusty gun. "Alright everyone. I'm calling a full retreat back to base. We will report what we found and get the cavalry to root out these things for good." Jack said. He may not know what these things are exactly, but he does know that they are not nice. If left alone, these things could be a threat to Atlas's national security.

These things cannot be left alone. They have already proven themselves to be just as dangerous as the Grimm. "Alright, everyone. Let's get out of-"

***BOOF!* "SKKKKREEEEEEEIIIIII/CCRAAAAAAAAAAH/PIGGGGIIIAAAAAAAA!"**

Jack's eyes widened as a MASSIVE monstrosity popped up from the ground right in front of him. He didn't have time to think as its claws were already swinging towards his head, one that he quickly rolled away from and backed against a wall.

The rest of his squad were soon forced to his position. Kendra dodged away from a huge serpent-like monstrosity just like him, Ivory blinked to their position before a giant beetle-like creature exploded out from the very spot she teleported from. Luc was launched to their position, Jack barely managing to catch Luc's as he crashed and tumbled across the ground to them.

They were surrounded by dozens, possibly hundreds of these creatures. Creatures that would give Jack far more nightmares then the Grimm ever could, their glaring, burning eyes is all he could focus on. Their backs against a literal wall and his squad are in no condition to for any plan of escape much less fight their way out.

This was it. They were done for.

But then why aren't they dead yet?

"Why are they just standing there? They have us completely surrounded." Kendra whispered; fear laced with worry controlled her tone. "I don't know Kendra. But I don't like it at all." Ivory replied.

"**They are waiting for something… Just like the last horde of creatures." **Luc said, eying the creatures surrounding them.

Jack didn't like the sound of that. Whatever was coming must be far scarier than these creatures. They needed to do something fast. But what?

Jack eyed his immediate area, trying to find something, anything, to help with their situation. But it was no use. All he could see to his left were some outcrops of Dust and-

Jack slowly looked to the Dust. Then back to the horde of monstrosities in front of him, all hissing and salivating before discreetly looking all around the chamber.

Now that he noticed. He could feel the Dust energies in the air. A natural phenomenon with a chamber filled with Dust such as the one they were currently in. It was taught at Atlas academy, the energies signify the high concentration of Dust, but also signifies the dangers of setting of the Dust. If one Dust goes off, then the chain reaction will set off the others through these same energies.

And these creatures. They fear fire for a reason if before was any indication.

"I have a plan." Jack simply shared. Earning him concerned looked from both Ivory and Kendra.

"I don't like how you said that." Ivory said in a worried tone. She had every right to be, this plan will either save them or kill them.

Kendra held Jack's gaze before looking back to the horde of monsters, some of them noticeably drawing closer. "Whatever it is Jack. You better do it now." Kendra hastily whispered.

Jack, collecting his courage, quickly reached for the outcrop beside him, snapped off the largest piece he could, and pulled out his lighter and lit the flame just a bare inch underneath the piece of Dust.

The creatures surrounding them roared and surged forwards at Jack's sudden movements, but suddenly stopped when he held the piece of Dust over his lighter at them.

"JACK! What. Are. You. Doing!" Kendra demanded, no doubt thinking Jack had gone insane.

However, Jack did not dare draw his eyes away from both the creatures and his lighter. "I'm saving us all. The creatures know what will happen if I light this piece of Dust. DO YOU!" Jack shouted out at the creatures, some of the nearest recoiling back as he waved the lighter underneath the Dust, warding them away.

He then slowly moved towards the nearest creature, one of the massive beetles. The beetle and those behind it slowly moved away from Jack as he moved forward. Eventually, he could hear his team following closely as Jack moved slowly through the crowd of creatures.

The creatures all gave out angry hisses and shrill cries, but none dared approach him, giving him a wide berth. They knew exactly what he was semi-bluffing to do. "Yeah… you all know don't you." Jack said, taking an almost mocking tone at the surrounding creatures. "You attack me and then…" He made a show of spreading his arms before retuning them into position. "Boom… this mine goes off. This mine is important to you all. So don't test me and none of us will die."

They were right at the center of the horde now. Jack could see the open tunnel. Just a few more meters to go.

Suddenly one of the serpents hissed and made to approach him, but Jack simply raised his lighter and Dust at the creature like some sort of religious symbol used to ward demons away. But unlike a religious symbol, his threat worked as the serpent stopped in it's tracks. "Good… just stay where you are like a good monster. We will be on our-"

Suddenly the lighter and the Dust was wretched out of his hands by some unseen force as Jack panicked, watching as both items flew into the dark tunnel he was leading his squad towards to.

All Jack could see is a hand, illuminated by the lighter it was holding as whoever is holding his lighter approached the chamber. All Jack could hear are the sounds of footsteps hitting the hard rock floor at a leisurely pace.

Suddenly, as if by some unknown command, the creatures nearest to the tunnel parted. Making a clear path to tunnel.

Jack and his squad would have made a run for it, but they could not move. It was not a metaphorical sense of not being able to move because of the intimidation of the situation, Jack suddenly realized he CANNOT physically move. His arms were frozen, his legs refused to move forward, and he could barely move his head as it is.

And from the sounds of it, the others couldn't move as well. Jack from his periphery saw numerous white flashes of Ivory's semblance, only to hear grunts of exertion and what sounded like frustration from the young woman. He could also hear both Kendra and Luc exerting whatever strength they have left in freeing themselves from the invisible force holding them in place but to no avail.

Jack, however, kept his eyes on the approaching figure holding his still lit lighter. The footsteps growing louder and louder with every step that it became almost unbearable.

Finally, the one holding his lighter came out into the light of the chamber. Jack balked at what he saw.

It was a man. He looked no older than Ivory but was just as tall as Jack. His attire is something to note, a tattered white coat that have seen better days over a black turtleneck, pants, and black boots. However, despite his clothes or his apparent youthful looks age, Jack immediately felt something off about this guy. It was the way he walked as if every step was predetermined. The way he carried himself with a confidence that was almost unnatural. Finally, it was the way he looked directly at Jack with those piercing orange eyes. Jack felt vulnerable as if this unknown man knew all his secrets while his face and eyes betrayed absolutely nothing. No hate. No curiosity. Absolutely nothing.

If none of these reasons can convince himself that this guy is unnatural, then seeing this same man walk through the path created by these creatures without a single hint of concern or worry put the final nail for Jack. Hell, the creatures surrounding them suddenly became quiet in this man's presence.

There was just one question going through Jack's head. Who is this man?

Jack's eyes never left the unknown man in front of him as he soon stood a mere three feet away from Jack. Jack stared down this unknown man and could not break away, his orange eyes was all he could see as everything else was blurred out. All Jack could focus on is the glowing orange globes-

*Tink!*

The small sound brought Jack out of his sudden daze, noticing the man in front of him had closed his lighter. What the hell was that?

"Where do you come from?"

Jack looked at the unknown man. "Wha-What?" Jack blearily asked.

"Where… do you come from." The man repeated but slower.

"From Huntsman Outpost Two. Five hundred klicks southwest." Jack didn't know why he was telling the man this, but he felt he could trust him.

"Jack! What are you doing?" Kendra questioned. Leave it to Kendra to be the suspicious one.

"Why have you come to my mine?" The man asked another question. His tone even, clear and compelling.

"To search for an unknown target that my squad discovered eight days ago when scouting out a unknown energy signature. General Ironwood of the Atlas Military then assigned us the off the book's mission of scouting this mine and finding the unknown target. The General was also concerned of bandits obtaining this mine for their own use." Jack explained.

This got a reaction out of the man as his eyes widened a tad bit before just as immediately schooling back to his neutral look. "I see…"

"Jack! What's wrong with you! Snap out of it!" Ivory cried out from behind Jack. What are they talking about? Didn't they trust this guy?

"**He's being controlled! He's-" **Luc? Why did he suddenly go silent? What was he talking about? Controlled? He's not under anyone's control.

"Luc! What ha-"

"Kendr-" Then there was silence. What happened to his squadmates?

"I rendered the others unconscious. Now we can continue our talk." The man informed. "Now what exactly is Atlas's interest with my mine? Are they aware of me and my creatures?"

Jack frowned. "I apologize but that information was not shared. The General classified it to all ears but his and his closest associates, only sharing how these mines are a key Atlas Military interest. As for your second question the General is aware of an unknown person possibly within these mines, hence why the General sent my squad and SABR Squad to scout out these mines." Jack explained.

The man frowned. Another reaction Jack managed to get out of him. "I see… Where is this other squad? Are there any others?"

Jack shook his head. "SABR Squad was separated during a cave-in. It's just them and my squad here and no one else."

"Does anyone else know about your presence here?"

"Only Commander Frost and General Ironwood. We are expected to contact base as soon as we scouted out the mine." Jack explained.

The man nodded. "Very well. Now… _**sleep**."_

Suddenly Jack's vision became blurry, until there was only darkness.

* * *

**Location: Solitas, Huntsman Outpost 2**

Huntsman Outpost 2. One of the major outposts the Atlas Military has set up for both military presence in the heart of Solitas as well as a supply center for Huntsmen and Huntresses on mission. The base, like everything within the Atlesian Military, was built for efficiency. Large defensive walls with defensive batteries and turrets manned 24/7 by some of the finest soldiers, Specialists, Atlesian Knights and on occasion Huntsmen looking to earn a little more Lien. A single snow trodden road cut straight through the base to the other side, reduces whatever traffic may come in and out of the base. A quad landing pad for air vehicles and a central relay tower directly built into the main command building located just off the road.

Commander Frost stood just outside his office at the very top of the command center. Snow gently fell all around him as his ice-blue eyes scanned the very base before him. He then looked towards the mountains in the far distance.

Just earlier today he sent two of his Specialists squads, NIKL and SABR, to scout out the abandoned SDC mine located near the Aurora Pass. It's been ten hours since he sent them, and they have not contacted back since.

Despite the shenanigans NIKL Squad usually gets into, they are one of the best squads his outpost has. Despite their lack of usual respect for military rank, NIKL Squad had completed numerous missions in good time under his authority, with SABR Squad this mission should've been a standard scouting mission.

However, they were silent for the past ten hours and the General demanded an update. At first, Frost tried to get his people to contact both squads but for some reason comms were fuzzy. Nothing could get through.

By the eight hour mark, General Ironwood demanded an update on the scouting mission. Frost could understand the General's demands. That SDC mine is a prime resource reserve of Dust. If what NIKL Squad reported was true then the bandits will get their hands on that Dust before Atlas does, then the Kingdom would lose a precious Dust resource on home territory.

So Frost sent out three of the four Manta Jets his base has on hand to the mines, to see what happened to his Specialists and discern why they didn't communicate back. Two of the Jets were filled with soldiers from his base while the third had a team of Huntsmen he quickly hired for the retrieval mission.

Frost assumed the worst. He always had too concerning where he is. The outpost, while heavily defended, was smack right in the middle of an uncleared zone of Solitas, meaning there are roving packs of Grimm, some a hundred strong.

As the highest-ranking officer in the Outpost Frost has a duty to both Atlas and to the soldiers underneath him. He strongly enforces a 'leave no man behind' policy in his base.

And he'll be damned if he's leaving those Specialists in that mine.

"Commander Frost! Sir!"

Frost turned to greet the saluting soldier. A Private according to his shoulder badge. "At ease Private. Any news from the second team?" Frost questioned.

The Private nodded. "Communications just got word that both Specialist squads were found, alive but suffered injuries. They were found trekking back towards the Outpost, about ten klicks from the mine sir."

Frost frowned. "Why were they ten klicks from the mines? What happened?"

"Sir all they explained through the comms was that they found civilians trapped within the mine and were forced to retreat due to Grimm. Their communication devices were also destroyed in the ensuing retreat."

Frost's frown creased even further. "What's their ETA?"

Before the Private could answer, the roar of a Manta engine could be heard in the distance. From his spot Frost could clearly see three Manta's in the distance.

"On second thought Private don't answer that. Prepare the medical bays for wounded and have medics at the landing pad by the time those Mantas land!" Frost ordered. "Sir! Yes! Sir!" The Private gave a crisp salute before rushing down the stairs to carry out his order.

A few minutes later Frost is now standing at the landing pad as the Manta's slowly descended to a landing. As the Atleasian jet landed in front of him, its side doors slid open to reveal a haggard-looking Jack supporting what looks to be an injured civilian.

Immediately the medics rushed forward and started helping the wounded and civilians off of the Mantas. Frost noticed that most of the civilians that came out of the jets were women and children that looked to be no older than ten.

As the medics and soldiers helped the civilians, Frost briskly made his way towards Jack, who was helping the medics to carry out some of the older civilians. "Specialist Jack! You have a lot of explaining to do!" Frost shouted out to the Squad Leader.

As expected, Jack Nickel turned and gave a lazy salute. "Commander Frost! So glad you can join us!"

Commander Frost stood a mere foot from the haggard man as a medic was trying to apply aid to the Squad Leader sitting on the Manta's open interior. "What happened out there Jack? Where is the rest of your squad? Where did all these civilians come from?" Frost questioned.

Jack let out a tired sigh. "What can I say. We started searching the mine as the General ordered. Found these civvies hold up in one of the tunnels. They were remnants of the Tundra Wolves before their whole bandit group was slaughtered by Grimm, forcing the survivors into the mines for safety. Anyway, when we encountered these survivors the Grimm, Sentinels by the way, and a chalk load of them attacked us. There were simply too many for my squad and SABR Squad to hold out against and the panicking civvies only drew more Grimm to us. So we had to retreat. It was the only option we had." Jack explained with another tired sigh.

Frost could see how exhausted Jack is and seeing two members of SABR Squad being carried out in stretchers, they must have taken more casualties then Jack lets on. If what he said was true then these civvies are indeed bandits, but in Frost's opinion they looked nothing like the Tundra Wolves that routinely raid their supply lines. There were children amongst them, Frost cannot blame Jack for protecting them over the mission.

However, there are still things he needs to know on General Ironwood's behalf. "What about the mine? Did you find the target? Can it still be used?" Frost asked.

Jack glared at him. Frost didn't blame him, if he went through hell and was asked by his C.O. to conduct a full report then Frost would've blown a gasket. However, like Jack, he had orders too.

Jack dropped the glare. "We didn't find the target. We could not with between keeping the civvies safe and fighting off the Grimm. We… could not hold against so many. We were forced to collapse the main tunnel in order to make our escape. There were just too many Grimm within that damnable mine" Jack explained, dropping the bomb onto Frost's lap.

Frost took a moment to gather his thoughts. To not blow on the Specialist who clearly had no choice at the time. So instead he settled for accepting the news. "*Sigh!* The General is not going to like this. But at the very least the mine is now denied to anyone. I'll make the report. You and your squad earned yourselves a week's rest." Frost said, earning him a surprised but positive look from Jack.

"Not going to lie sir I thought you were going to throw me under the bus for that one." Jack said with an incredulous brow.

Frost shook his head. "You saved the lives of both squads and these civvies. I'm sure the General will understand." Frost explained. He had no doubt the General will understand the situation if explained properly. But the General will still not be pleased with the state of the Dust mine now.

"Thank you, sir. Can I go now. I need a smoke."

"Permission granted. Get checked-in at the med-bay first."

Jack nodded as he stood up from the Manta and gave off another lazy salute before making his way pass Frost.

Their eyes met for a moment as Jack past him. For a brief moment Frost saw Jack's green eyes shine orange.

Frost stood dumbfounded before turning back to the Specialist "Jack!?"

Jack stopped and turned to fully face Frost. "Yes?"

Frost looked at Jack's eyes, not seeing the orange shine. Must be seeing things. "Never mind Specialist. Carry on." Frost waved off.

Jack simply nodded back before turning to walk away towards the barracks. Frost returning to lead the relief efforts.

**AN:**

**Ceres is not inherently evil, after all he followed Kerrigan and the others to defeat Amon, a dark god who wanted to wipe out all life. But at the same time he's not inherently good either. He's a Cerebrate, A literal Zerg BRAIN created for the sole purpose of leading the Zerg Swarm and guarding it's interests with brutal lethality.**

**Between writing good guy characters and villain characters, writing morally grey characters and making them neutral, in my opinion, is the most difficult type of character to write. Especially for plot setting like RWBY.**

**It's easy to write a morally good guy character. I see too many Zerg fics where the protagonist is morally good and a lot of authors, ****including myself****, have fallen into this trope.**

**Too me it became such a common trope that I appreciate those authors who make the effort to create morally grey characters in a Zerg fic. The amount of stories such as this I can only count on one hand.**

**Writing a villain is just as easy. If I wanted to make Ceres the ultimate villain of this story, then the story will be straight forward, COMPLETELY different, and you will DEFINITELY know how evil Ceres can truly get if he wanted too.**

**But that's not who Ceres is. He's not evil nor is he good. He's simply pragmatic. If he thinks something is worth it, he will take it. If he thinks something is dangerous, he will either avoid it or destroy it.**

**Anyway, here are some question you readers may have.**

**1)Why does it take so long for Ceres to read minds? Isn't he an master psionic user?**

Ceres is indeed has mastery when it comes to his own psionics, especially in mind reading. But keep in mind he wanted to extract as much information from the Exiles, he wanted to know how humanity functions on a world where Terrans are not a thing.

So he reads through a life-time worth of memories. Even someone of his caliber it takes a long time to read through vast amount of memories.

**2)Ceres and Zerg cannot gain Aura? Why is that?**

It's not the issues of souls or what not. However, who's to say that anyone outside of Remnantcan gain Aura? What if only those people born on Remnant can harness the power of Aura? I want to bring a new perspective on the entire Aura. Later on in my story it will be explained in full detail as to why Ceres and his Zerg cannot gain Aura.

**3)Will anyone else be infested by the Zerg? What about RWBY characters?**

This is such a common trope amongst Zerg fics.

As explained by Ceres, he has absolutely no interest of infesting anyone especially without Abathur's aid. Kerrigan was a VERY special case and it took the expertise of Abathur to create an infested human of Kerrigan's calibur and several days of incubation before the Queen of Blades was fully birthed.

A lot of fics tend to forget this fact. I imagine you can't just take some random person off the street and make them the next Queen of Blades. There's problems like biological compatibility, time to infest a human, what is needed to make an infested human, WHO needs to make the infestation happen.

So no. Ceres will not be infesting any humans of Remnant.

**4)Can't Ceres make another Abathur? **

Abathur was created personally by the Overmind from multiple Zerg Species, the very same Overmind who created Ceres and all the other Cerebretes and giving them immortality. Ceres does not have the capabilities to even start creating another Abathur. He would need the entire Zerg Swarm at his disposal in order to do so and right now he is only has one Brood.

**As promised, here is another OMAKE, a story sub-plot that I planned for **_**Remnant of the Swarm.**_

**So enjoy. Also remember this was just a story idea, don't expect perfection. **

**Omake: **

**The Rescue**

Weiss eyes opened, feeling cold hard ground underneath her and seeing the bars of metal in front of her. She tried to rub her head but soon noticed her wrists were bounded by thick rope.

Seeing no other option Weiss slowly lifted herself off the dirt, sitting up straight before letting out a breath.

What happened? All she could remember was Ceres and her in the cargo transport trying to fight off a swarm of Lancers and their Queen. They managed to kill the Queen, but the Grimm still managed to hit the transport and cripple it's engine.

Weiss remembered trying to use her semblance to slow the transport down, but when the ship was about to crash, she remembered Ceres grabbing her and throwing her out of the transport before it crashed. Afterwards it was all a blur. She remembered seeing a pale woman with long black hair and blood red eyes standing between two men looking down at her, before she knocked Weiss unconscious.

Now Weiss is sitting in a cage in some sort of camp. It was dark out, but the moon was bright and the camp had torches, enough to show Weiss the same two men she saw before she was knocked out sitting on a crate across from her drinking alcohol.

And from the looks of it, they finally noticed her too. "Well… Well… Well… Look who's awake." The man on the left said to the other holding a bottle of alcohol. It is clear to Weiss these were not the run-of-the-mill villagers that dot the lands of Mistral, something that greatly concerns her.

"W-What's going on? Where am I?" Weiss asked in a confused but worried tone. Looking around outside the cage to better see where she may possibly be. Did they find Ceres? Was he alright? He must be. He survived way worse.

"You know…" A voice caught Weiss's attention. Soon a young woman, possibly a bit older than Weiss herself, came out from one of the surrounding tents. "I never thought I'd see a Schnee in this camp." The new woman said as if it was a matter of fact.

"V-Vernal!" One of the men exclaimed as he and his buddy quickly hopped off the crate and stood straighter in this Vernal's presence. Weiss had no idea as to where she was but immediately, she knew she didn't like this Vernal. Especially since she is walking towards Weiss with a smug grin and has HER Myrtenaster in her hand.

Vernal then stood just a few feet away from Weiss's cage, propping a hand on her hip and holding that annoying smug grin on her face.

Weiss frowned as she stood up onto her feet. Meeting Vernal eye to eye. "What do you want?" Weiss asked in a low tone.

The woman's smile grew as she ran her fingers across Myrtenaster's blade. "Straight to the point. I like it. We don't normally deal with trafficking people. Not really worth our time…" Vernal explained, swinging Myrtenaster around like trying out a new toy.

She then pointed Weiss's own rapier at her. "But once we realized we had a Schnee… That changed."

Bandits. Of course it had to be bandits. And there is one reason why they would keep her alive. "Your going to ransom me back to my father. Is that it." Weiss deduced, glaring at the smug woman on the other side of the cage.

Vernal gave a pleased hum before drawing Myrtenaster away. "It's a shame you're a Schnee. You probably do quite well around here." The woman complimented.

Weiss frowned. "I will NEVER stoop to your level."

Something must have hit a nerve in Vernal because she dropped that smug smile of hers. Giving Weiss a Malcom of satisfaction. "Just Keep quiet and you'll be back in your mansion before you know it." Vernal said as she turned around and started to walk away. "Don't make this complicated." Vernal warned.

Weiss was not cowed by this scum. Not in a million years. "What's going to make this complicated is when my teammate discovers that I have been taken, it won't take him long to find me and you." Weiss gave her own warning with a smile of her own. They have no idea who they were messing with.

Suddenly the two bandits started laughing, mocking her. "What's so funny?" Weiss demanded.

She then heard Vernal laughing as the woman turned around to look at her. "I don't know if it's more funny or sad!? But you clearly don't know what happened… Your little teammate is dead. I saw the body myself. Legs were crushed. Metal bits tore through his chest. Left arm torn from it's socket." Vernal listed off with a pleased smile as she approached Weiss's cage.

Vernal then leaned forward. "No one is coming to rescue you." The woman said as her two lackies laughed it up.

However, Weiss met Vernal's eyes with an unamused expression. "Is that all?"

Vernal eyes widened and leaned back; no doubt confused by Weiss's mood. Did she expect Weiss to break down, crying over her teammate's apparent death?

If this one anyone else Weiss would've. But this was Ceres. "His name is Ceres by the way. When he finds this place, and he WILL find this place. He'll make you regret ever taking me." Weiss stated with an even tone.

This got a reaction out of Vernal. "You're clearly delusional. I don't know what they teach you up in Atlas but I didn't think they would make you this stupid." Vernal angrily spat, but Weiss held her expression. "And you clearly have a death wish. You have absolutely no idea what my teammate is capable of." Weiss shot back.

Vernal growled before pointing Myrtenaster at Weiss's neck. "Listen here Schnee. I don't care who your boyfriend was. He's dead in some wreck. And even if he somehow came back to life, I would put him back into the ground where he belongs." Vernal said as she swung up Myrtenaster and briskly walked away.

However, Weiss simply smiled. "Don't say I didn't warn you." Weiss said to the retreating form of Vernal.

Weiss gave a satisfied hum before sitting back down on the clod hard ground. She'll simply wait here, get some rest until Ceres arrives.

Because when he does, Weiss will need to be prepared for what will eventually happen.

* * *

It was dawn. Raven is wide awake and doing her morning routine of cleaning of her weapon. Mulling over what to do with their latest catch.

Vernal came in with a pot of tea and a cup, just when Raven was feeling parched. "Vernal."

"Yes Madame." The young girl obediently replied. "How much do you think our catch is worth?" Raven asked, trying to fish for some ideas for the ransom.

Vernal smiled. "Normally I would say at less a couple million. But after what she spouted last night, I wouldn't pay a single lien for her." Vernal answered, catching Raven's interest. For the Schnee to leave such a insulting impression on Vernal, now that is something to note. "What did she say last night?"

After pouring the tea Vernal chuckled. "She said her teammate, Ceres or whatever, would find us and make us regret ever taking her. Just some stupid nonsense from a delusional girl." Vernal explained.

Raven quirked an eyebrow. "And her teammate is…"

"Dead. A mangled up corpse in the wreckage you found. Saw the body myself. It's nothing to worry about." Vernal simply said without a second thought.

Raven however, frowned. "Are you certain her teammate was dead?" Normally Raven would've taken Vernal's word as it is but knowing what she knew there are beings in this world that are thought to be an impossibility. Especially what occurred that night when Beacon was attacked.

Vernal gave a firm nod before placing a cup of tea in front of Raven. "Absolutely. I would stake my left leg on it."

Raven held her gaze before nodding and taking the tea. "Very well. Prepare a camera later. We'll need-"

*Bang!* *Bang!* *Bang!*

Gunshots. Raven simply rolled her eyes. Just what she needed in the morning. "Vernal. Go see who that was." Raven simply ordered.

Vernal nodded before rushing out of her tent. Raven simply sat in her spot. Enjoying her tea.

***Ratatatatata!* **

Now that sounded closer. Within the camp. Raven slowly placed down her tea before retrieving her weapon and sheath. After attaching her weapon to her side, she then donned her mask and stepped out of her tent.

Her tent is facing the center of the camp. A large clearing was made right at the center all the way to the gate. The camp was surrounded by thick wooden stakes driven into the ground to make the walls.

The clearing was made for two reasons. One to make enough space to fight. Two to easily surround anyone foolish enough to enter her camp.

So when she exited her tent, she was surprised to see not only a young man in a bloodied tattered white lab coat standing in the middle of the clearing, but also seeing the bodies of some of her men strewn around him.

The young man was currently holding one of her gate guards by the neck without an ounce of effort. Said guard is grasping beating away at the unknown man's arm, but the tattered coat man paid him no mind. His orange eyes stared directly at Raven's own, betraying absolutely nothing, not even blinking.

Raven looked over to Vernal standing beside her. Vernal had her weapons out, her body was tense, her hands were slightly shaking, and the look of shock and fear were evident in her eyes. If it is as she had seen a ghost.

Raven turned her gaze back at the young man just in time to see him throw away the guard in his hand. The entire camp is in arms and have the young man surrounded, but all dared not attack, not without her say so.

So Raven decided to speak. "Who are you!? And why have you so rudely entered my camp!?" Raven demanded, announcing her voice for all to hear.

If the man was intimidated, then Raven would have known. The man before her carried himself with a confidence much like her own. Certain that nothing can hurt him. That her clan is not even a threat to him.

"My name is Ceres Kerrigan. I have come looking for the one you and your bandits so rudely kidnapped." The now named Ceres answered.

Underneath her mask Raven quirked a curious eyebrow. This was the supposed dead teammate of the Schnee. The one Vernal said that was dead.

Though his coat and clothes told a story of carnage and blood. Ceres himself looked absolutely fine. His body showed no obvious wounds befitting a man who died in a transport crash. Just who is he exactly?

Time to find out. "And who will that be exactly?" Raven asked, feigning ignorance.

Ceres frowned. "I know she is here. So I will give you an ultimatum. You will release her back into my custody." The young man said.

Audacity in this one is. Thinking he can simply walk up to her and take what he wants. But Raven does respect his confidence, even though it's a foolish endeavour. "Or what exactly… will you do?" Raven raised her sheath as everyone readied their weapons in a silent threat.

However, despite being surrounded this one named Ceres did not react. He didn't move, much less look around to see the obvious danger. His eyes stayed solely on Raven's own with a steel that would've cowed any lesser man.

This man is too confident. Something is not right. "This is the Branwen Tribe, is it not?" Ceres asked.

Raven frowned. What is he playing at? "Yes. If you know that name, then you very well know that crossing me is a mistake." Raven threatened.

"And why will that be? Raven Branwen." Ceres asked. Raven was a little surprised he knew her name, but nonetheless did not care as to how. "Because you stand in the middle of my tribe. The strongest tribe from Anima to Sanus. If you think you'll be able to leave here alive then you are just a fool." Raven said.

Ceres gave a amused snort, then a small chuckle. Many within the tribe growled at this. "What do you find so amusing?" Raven demanded.

Ceres stopped, schooling his features back to it's neutral state. "That you believe yourselves to be strong. Especially you Raven Branwen." His eyes pierced in Raven's own. "You believe yourselves to be strong. Powerful. But all I see is a band of weak willed prey."

Ceres continued despite the growing anger of those around him. "You attack villages outside from the safety of the kingdoms. Ransack their homes, take what little is left and leave the survivors to the Grimm. Where you see strength, I see dependence. Your so called tribe depend on these villages in order to survive, prey on those who have the strength and courage to make a living outside the Kingdoms safety. Yet your tribe gains nothing from attacking these villages other then temporary supplies and other worthless wares." Ceres explained with a dismissive wave of his hand, pacing around.

He continued his lecture. "When true predators hunt prey, they learn, they adapt their techniques, they evolve their own strengths over-time to take on larger prey. You however, stay stagnate. You gain nothing from attacking weak villages, just a bloated ego you call strength. But when another, stronger predator arrives. You will turn tail and run." Ceres eyes then met Raven's. "So I will ask you once more Raven Branwen. Release Weiss Schnee into my custody or I will kill every last member of your tribe."

Raven would've laughed, but all she felt was anger at how audacious this man is. Calling them weak. Saying her tribe dependent on weak-willed villagers.

Raven drew her sword as everyone surrounding Ceres readied their weapons. "Says the fool who came here alone! Poor choice of words to say before your death." Raven announced, earning a few jeering laughs and insults towards the man.

However, Ceres's expression hardened. "That is where you're wrong again. **I am never alone.**"

That was the only warning Raven received before the surrounding walls of her camp exploded into splinters. Monstrosities of all shapes and sizes let loose a chorus of roars before pouring into the camp. Her Tribesmen turned to face this new threat, only to be cut down like chaff by the unstoppable rush of monstrous bodies.

Raven was forced to defend herself, slicing through one lizard like creature before decapitating another from behind. Her eyes widened in both shock and recognition. How can she not recognize these creatures after watching videos of the very night of the attack on Beacon.

'_The Zerg!? Why are they here!?' _Raven thought as she cut down another creature before leaping away from a giant serpent.

All around her tribe was being slaughtered. A man was tackled by a swarm of creatures before being torn into pieces, pockets of resistance were soon overwhelmed and torn apart, many were dragged away clawing on the ground and screaming in desperate pleas.

Raven had no choice. She had to use it or she and her tribe will die.

After cutting down any creature, a burst of spines tore off her helmet, forcing her to backpedal. Then she saw him. Ceres walked through the slaughter at a leisurely pace straight towards where Weiss Schnee was being held.

Raven watched as the two men tasked to guarding the Schnee tried to fight Ceres, one screamed in rage and charged while the second cowered behind the first.

Ceres didn't even stop as his left arm flashed out and the decapitated head of the first man flew into the air. The second man lost his wits and tried to run, only to run directly into a massive beetle-like Zerg and was doused in green acid.

All Raven saw was red as her eyes burned with the power of the Spring Maiden. She let loose a battle cry before shooting straight for the man's back.

Ceres was standing directly in front of the Schnee's cage, the girl seeing her come tried to warn him, but it was too late. Raven's blade was already swinging towards his-

***BZZZZT!* *WHAM!***

It all happened so fast. First thing she saw was Ceres spinning, a glowing blade from his wrist cutting clean through her own blade, and then a fist rocketing her back across the camp.

Raven felt herself crash into something soft, then something hard broke her fall. When she recovered, she noticed she was standing in the remains of her own tent. She turned back to see Ceres tear open the cage bars before the Schnee stepped out, her bound wrists were soon freed by Ceres's glowing blade.

It was this point Raven noticed the sudden silence. Looking around she realized she was surrounded. The Zerg had her surrounded, she could see the blood of her people in their maw, those that survived retreated to where she stood, including Vernal, who looked far worse shape then she was mere minutes ago.

The Zerg were slowly closing the gap, like a noose around her neck. They didn't charge nor did they attack.

"R-Raven what do we do?" Vernal asked in a desperate tone. She was missing a weapon and holding the other one in her good hand.

Raven knew what to do. She gathered the powers of the Maiden. The sky darkens, thunder cracked, the wind swirled around her. Her eyes blazed with power as she readied her sword too-

Suddenly her entire world exploded into pain.

She couldn't hear anything. She couldn't think. It feels as if hot-cold nails are being drilled into her head. She didn't know how long she was in pain for. All she could feel was the pain, growing more unbearable by the second.

Then as suddenly as it happened, the pain disappeared. Raven collapsed on all fours greedily gasping for air and vomited onto the ruins of her tent. She still couldn't hear, her ears are still ringing from the pain as she saw droplets of blood trail down her cheeks and splatter on the red tent below her.

Her vision slowly focused as did her hearing. She could soon hear the retching and gasping of those beside her.

Fighting through the dizziness and pounding headache, Raven slowly stood back onto her feet. Using her sword to keep her standing.

Right in front of her is Ceres, with the Schnee right beside him. "Weiss which one was the one that took your weapon?" Ceres asked the Schnee.

Weiss simply walked forward right up to a kneeling Vernal before bending down and taking the Dust Rapier from Vernal's hip. "I'll be taking this back now. Thank you for holding onto it. Vernal." The Schnee said with a frown before walking back to Ceres.

Once the Schnee stood beside Ceres, the monster in human form stared directly at Raven. "What the hell are you!" Raven growled out.

Ceres's eyes glowed orange with power. "I am Ceres Kerrigan, leader of the Zerg Swarm."

Raven screamed as the pain returned, collapsing once more back onto the ground.

However, the pain ended far quicker than the last. Raven looked up and saw the Schnee grabbing Ceres's attention by his coat sleeve. "Ceres lets just go. There is no need to waste more time with these low-lives." The girl said with a sincere look.

Before Ceres could reply he suddenly stopped and turned his attention towards something behind him as the Schnee did the same.

"Ceres!? Weiss!? Is that you!?"

Raven knew that voice. Soon enough the swarm of Zerg parted by some unknown command to reveal none other then her daughter.

"Yang!?" Weiss exclaimed with a confused but surprised tone. "What are you doing here!?"

"What are YOU two doing here!?"

"I was kidnapped by these bandits!"

"Yeah that doesn't explain why you're suddenly in Anima! Ceres explain!"

"I helped Weiss escape Atlas. We were on our way to Mistral to reunite with Ruby until we were attacked by Grimm and crashed landed on this continent. Weiss was taken by these bandits, so I gathered my forces to retrieve her."

"Alright now I understand. Now could you be so kind as to spare that woman. We are going to need her if we want to reach Ruby."

"You wish to speak with your mother? Very well."

"Wait! YOUR MOTHER KIDNAPPED ME!?"

"First of all, not my mother! She left me when I was a kid! Ceres you know that very well with that mind reading powers of yours!"

All the while they were talking, Raven and the survivors around her managed to recover and stand back up to their feet. Raven counted only ten of her tribe left, including those who just returned with her daughter.

Her camp was in ruin. The bodies of both Zerg and those from her Tribe laid strewn about. Some still bleeding, others were torn apart.

"Raven!"

Raven looked back to her daughter. "What do you want Yang?" Raven questioned, her tone tired and not in the best mood.

"Make portal to Qrow. I know your semblance is connected to him." Her daughter demanded. Of course, family, only coming around only to demand things of you.

Raven glared. "And why should I after what your FRIEND did to my tribe!" Raven exclaimed, pointing her sword at Ceres.

Yang crossed her arm. "Because if you don't, my friend here will just simply mind control you to do it anyway. So I'm giving you the option of doing it yourself out of your own free will."

Raven gave an angry grunt. "Fine." She raised her sword and sliced open a red portal. "Here's your portal! Take it and leave my Tribe alone!" Raven exclaimed, stepping away from the portal.

Yang gave a nod before turning to the monster and the Schnee. "We got our portal. I'm heading back to get my bike. Be back soon." Yang said as she ran off through the Zerg.

Ceres turned and brought his gaze to meet Raven's own. Raven's head suddenly pounded with phantom pains. Ceres said nothing as Weiss simply glared at Raven. Soon enough yang returned, riding her motorcycle through the Zerg. "I'm back. Now let's get out of here."

"Agreed Yang." Weiss supported as she hopped onto the back of Yang's bike, earning her a curious look from yang. "I'm tired alright. Don't judge me." Weiss simply said with a indigent huff.

Yang nodded before slowly moving her motorcycle. "Alright. Ceres follow in behind us."

Ceres gave a curt nod before following Yang's motorcycle. As Her daughter and the Schnee entered through her portal, Ceres stopped right before the portal, giving her one last look.

"You live another day Raven Branwen. Pray that we do not cross paths again."

Raven growled at the monster. But said nothing as he entered her portal.

Raven held the portal up for a few moments before shutting it close. The Zerg in front of her held their gaze at what remained of her tribe. Just when she thought they were going to finish the job, all of them turned and dispersed into the surrounding forest.

But not all left. A single Lizard Zerg with a broken horn stared directly at Raven. It's amber glowing eyes staring into her own.

Then the thing suddenly turned away and sprinted into the trees. Leaving Raven and the survivors amongst the ruins of their tribe. Leaving Raven feeling weak and humiliated.

**AN:**

**And that's that. The backstory for this Omake takes place 7 months after the Fall of Beacon (Or Attack of Beacon) a "WHAT-IF" Scenario between Ceres going to Weiss to Mistral or going with Blake to Menagerie. **

**As you can see this is the Weiss scenario. The next one will be about Blake.**

**So as I said, four chapters for this story as I promised. I will now be returning to my usual two chapters per story routine. I'll be updating **_**Remnant's Grey Knight**_** once again; it's been some time since it's last update.**

**See you next time.**


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